Human Resources
by Thorkone
Summary: Inspired by the nightmare that working HR for SHIELD would be. Anna Ellis is an HR specialist for SHIELD, and after the Battle of New York, is expected to pass basic field competency. Thankfully she has Coulson to help her out. Rated M because I can't write a smart and sassy woman without dropping the f-bomb.
1. Chapter 1

"Christ, not again. I can't deal with Asgard more than twice in a month." Coulson squeezed the bridge of his nose in a way that made me want to pull him into my arms, and rub his back and make the bad, bad feelings go away. He slipped his phone back into his jacket.

"I don't know, if Thor's going to be popping by, I wouldn't say no to that." I waggled my eyebrows, hoping to get a smile out of him. Coulson rarely bit though, and this wasn't going to be one of those times either, it seemed. He just scowled at me.

"He's got a girlfriend, you know." He reminded me.

"So does Captain America. Doesn't seem to put you off him." I wasn't up for taking sass today, no matter how adorable I thought Coulson was. His jaw dropped and he went back to rubbing the bridge of his nose with a heavy sigh.

"Really? Is that what you think? That I'm suffering from unrequited love for the captain?" He asked.

"Agent Coulson, it's a new world. SHIELD supports a whole rainbow of diversity. It's okay if you have a crush on Captain Rogers." I shrugged.

"I am straight, Ms. Ellis." He ground out. "Not that it should be anyone's business."

"So you're just a fangirl?" I was surprised, and frankly, a little turned on. Coulson didn't have many imperfections, so far as I'd been able to deduce.

"Says the woman who keeps a Thor scrapbook." His response was wry. I blushed.

"How did you know –"

"I make it my business to know about the people I work with." He interrupted.

"Which brings us back to why you are in my office this morning. Personnel files? I need a list, and I need your clearance." I got back to business. Coulson just did not seem to be in a flirting mood. A shame, really. The guy needed to lighten up. He slid the list across my desk, and handed me his ID. I scanned everything quickly, registered his ID and handed it back.

"Those files will be waiting when you get back to your office, Agent Coulson. You could have just forwarded the request by email, you know." I keyed in the release on the files so they would come up on his workstation. He finally smiled.

"What, and miss an opportunity to see your pretty face, Ms. Ellis?" He shook his head. "Never."

He turned and walked away from my desk, leaving me slack jawed. I looked over at Erin, my office-mate.

"Did that just happen?" I asked, stunned.

"Did you need to submit a Tony Stark?" She confirmed. Despite SHIELD having a serious and rigorous method of notation for all paperwork, those of us in Human Resources had come up with our own shorthand after getting confused between an A2-336B (Short Term Disability; Hulk Related Incidents) and an A2-336E (Sexual Harassment Report.) The 336B we referred to as the 'Hulk Smash' and the 336E, unsurprisingly, was the 'Tony Stark', as there seemed to be more of that form submitted when he was consulting than at any other time. I laughed.

"I hardly think being called pretty is harassment. If it were, every time Stark came near any of us, we'd be filling out multiples." I responded.

"Remember the time he pinched Jenkins' ass?" Erin dissolved into giggles.

"Was that before or during the sexual harassment in the workplace seminar she was teaching?" I tried not to laugh, but it came out as a snort. It took a certain twisted sense of humour to work in HR, and you had to see the funny side of things when it was appropriate. And laughing at Tony Stark pinching someone's ass during a sexual harassment seminar was definitely appropriate.

"Did it happen before too?" Erin asked, fighting the giggles valiantly.

"Why do you think he was in the seminar?" I retorted. We both fell apart. Maybe you needed to know Jenkins. She was probably Stark's age, but she hadn't aged as gloriously as he had. She looked worn thin. She was a brilliant Human Resources manager, but after a while, it can be too much, and she took a lot of work home. So she was uptight, neurotic and ran a tight ship. She tolerated absolutely no shenanigans, and was quick to write-up even her most favoured employees. In short, no one cared for her. And she dressed to suit the part, looking like an 80-year-old librarian, her mousy hair drawn back in a severe bun at the nape of her neck. I think her glasses might have been from the 80's, as they hadn't come back in style yet. It was generally bad. And when I thought of sexual harassment, regardless of how forward-minded I liked to think of myself, I never would have pegged Jenkins as the one who would become a victim.

Of course, I wouldn't have filed a Tony Stark on Tony Stark for pinching my bum either. I would have broken his fingers and called us square. But I've been told my 'new generation' training made me, and other recent hires like me, significantly different than my older counterparts in HR. They were wedded to the forms. We were trained to think on our feet and respond accordingly, to keep paperwork to a minimum.

"Is that why she took leave, Annie?" Erin asked, gasping for breath. We weren't usually so quick to descend into hysteria, but there was truly something about Jenkins that killed us both.

"Either that or because she just loved me so much she wanted me stuck with the seminars." I complained. I hated running the seminars. The only interesting one was SHIELD orientation. The sexual harassment seminar was only interesting when Stark was forced by Fury to attend, again. And the benefits plan and retirement fund seminar was about as exciting as it sounded. I'd been trying to make it more interesting but I feared that was impossible.

I went for a refill on my coffee to get away from the contagion of Erin's laughter. I knew if I didn't remove myself for at least a few minutes, we would spend the rest of the morning casting sidelong glances at one another and then falling into fits of the giggles again. I was too busy to be so unproductive.

I was making a new pot, silently cursing the jackass who'd taken the last of the coffee, when Agent Jack Jackson walked in and handed me a schedule. I put it down beside the coffee maker and turned to face him, squaring my shoulders. Jack and I had a history, and it wasn't one filled with fluffy bunnies and long-eared puppies, rainbows, kitties, or unicorn farts. We'd dated, with disastrous results, the first year after I'd been hired. He was a good guy, but just too physical and intense. Being with him was like skydiving without knowing if your chute would open. Amazing, and thrilling, and then suddenly terrifying and panic inducing. Our break-up had been harder on me, I think, but even though I was completely over him, we still had a hard time making friendly.

"You should probably look at that, Anna." He pointed at the page. I nodded and finished pouring the water into the coffee maker, turning it on.

"Looks like some sort of schedule. I'll look at it when I get back to my desk." I agreed. He put his hand on my arm.

"You haven't read Fury's memo, have you?" He asked. I quirked an eyebrow, waiting for him to fill me in. He didn't, and instead stared at me in silence.

"Okay, no, I haven't." I admitted.

"You know memos from the director are priority one, Anna." He chastised me.

"Alright, I admit, I'm a terrible employee. Jesus, Jack. Just tell me what the fuck it said if it's so goddamn important that I look at your schedule right now." I snapped. I really needed that coffee.

"Due to the circumstances of the Battle of New York, all SHIELD personnel are required to meet basic field competencies, effective immediately." He read from his clipboard. "That includes non-agent personnel in medical, research and development, and administration."

I dropped my coffee cup. It shattered on the floor between us. Neither of us reacted. I suddenly realized what I'd done and squatted to pick up the shards and toss them in the bin. I retrieved a fresh cup from above the coffee maker, and stared at the coffee maker, willing it to brew faster. I fingered the piece of paper he'd handed me.

"So this schedule?"

"Your training schedule for the following month. We'll be pulling employees from various areas on a weekly basis. You come to us next week, then return for 2 weeks while we train other HR employees. The usual six-week intake training will be condensed into three weeks over the course of two and half months. You might want to buy a good pair of running shoes." He winked. I looked at the schedule and my heart sunk. Running every morning. Target practice. Hand-to-hand training. The classes blurred and I closed my eyes and sighed.

"Why are you delivering the news, Jack?" I asked. He chuckled.

"Well, if you'd read the memo, you would have seen I've been promoted to training specialist for this glorious project. I've forwarded your travel details via email. Please make sure you read it." Jack smirked and walked away. I smothered a frustrated scream and stared at the schedule again, wishing it weren't true.

Erin was just as upset when I returned to the office. She was pacing behind her desk, barefoot, deeply involved in an argument on her blue-tooth headset. I only needed to listen for a minute to know she was trying to get out of the assignment. I sat down and checked my email. Sure enough, as Jack had said, there was a memo from Fury detailing the training plan, and outlining how it was to be administered for least effect on personnel and staffing. I clicked open Jack's email, and opened the attachments. There was a travel manifest, authorizations for travel, medical records request and a request for physical assessment. I sighed and called the medical division.

"Hi, I need to book a physical for today?" I asked when the nurse answered.

"Yeah, you and half the Triskelion, honey. We're booked solid for today unless you are flying out on Monday to the Academy." She sounded stressed.

"I am." I answered, trying to keep my tone light.

"Okay, we have a couple extra docs flying in right now. If you come down in 45 minutes, I'll prioritize you." She offered. "Your name?"

"Anna Ellis, from HR."

"Awesome. See you in a while." She hung up, leaving me reeling. I looked over to Erin, who'd finally sat down. She was rubbing her temples.

"I can't fucking believe this." Erin mumbled.

"When are you headed out?" I asked, wondering if we'd get to flounder together.

"Week after next. You?" She asked, glaring at the schedule on her desk. I sighed.

"Monday. I'm getting my physical in 45 minutes, and then I'm going to have to knock off for the day because I have no clothes suitable for training, and my runners are about a hundred years old." I complained. "I don't even know if I can run, and it's on this damn schedule twice a day."

"Yay." Erin's tone was so dry, I couldn't help but smile. "I love running so much, I could puke. Let me know where you decide to get your shoes. I'm going to need a pair too."

I finished my coffee and powered down my computer so I could head to medical. It was pandemonium, and I was glad I'd decided to go down early, as it took twenty minutes before I could even find a nurse to say I was there. There were easily sixty people milling about in the waiting room of the infirmary, and I deduced quickly that most of them hadn't thought to call ahead for an appointment, but rather were hoping that if they showed up, they'd get squeezed in. And every single person there was grumbling.

"Ellis!" A woman in a lab coat and black scrub pants called my name. She was holding a tablet, and had a stethoscope slung across the back of her neck. Her hair was piled up in a loose topknot, and she had a pair of dark framed sunglasses holding some loose curly strands off her face. As I approached, I saw that her t-shirt had Captain America's shield on it. I smirked.

"Anna Ellis?" She asked when I was close enough to hear. I nodded.

"Dr. Lex Richmond. Let's get you done and ready. I'm sure you've got loads on your plate this afternoon. If you want to step behind that curtain and put on the attractive paper designer gown that is on the exam table, I will be with you in a moment." She smiled, giving me a thorough once over. I opened the curtain to the exam bay and quickly stripped, hopping up on the table when I was ready. Dr. Richmond peeked in and when she saw I was ready, slipped between the break in the curtains.

"Nice shirt." I commented. She flushed.

"Yeah, I wore it this morning to tease Steve. I didn't realize I'd be pulled from New York to run physicals." She admitted.

"Oh! You must be the captain's girlfriend. We were talking about you this morning." I laughed. She gave me a confused look.

"Really? All my HR stuff should be in order. I filed that last form, the 960-4A16, last week." She said.

"No, you came up when I was talking to Agent –" I stopped, realizing she would not have clearance to know Coulson was alive, "Uh, Smith. I don't recall seeing a Pinky and the Brain come through."

"A Pinky and the Brain?" She asked, eyebrow raised. I laughed and shook my head.

"We have special names for the forms. That one is for damages incurred when Dr. Banner and Mr. Stark get up to no good. Pinky and the Brain. Stark would be Pinky. We quite like Bruce in HR. What happened? They blow up your car?" I asked. Dr. Richmond laughed, and pulled the stethoscope from her neck.

"No, it was significantly milder than that, and involved my laundry. Anyhow, as much as I think you would be very fun to spend time chatting with, we have 361 physicals to get done before Monday, so I should get started. This will be pretty basic, it's just to make sure you're healthy." She placed the stethoscope on my back and made me breathe in and out a few times, and then listened to my heart, and made me stand. I let my mind wander as she ran through the exam, until she gestured back at the table.

"Are we done?" I didn't think I'd be daydreaming that long.

"No. Bloodwork and a gyne exam, and then we're done."

"Oh, I can hardly contain myself! You saved the best for last!" It was snarky, I admit.

"Good times, eh?" She asked, and snapped on a pair of gloves.

* * *

**Oh, a couple of familiar faces from _Vital Signs_ are back, in supporting roles! I fully intended to take some time away from fanfic to work on some original stuff, but then I thought Coulson needed his own tale. Might be a slower update schedule though, as the daily thing was killing me. Okay, so... as usual, please read and review, and let me know if this is even worthy carrying on. Thanks!**

**~TK**


	2. Chapter 2

I stared at the wall of runners blankly. What the hell did it mean? There were so many shoes. Surely it wasn't just colour that made them different. There had to be something more significant that made them vary so greatly in price.

"Can I help you find something?" A very perky, very young, very fit woman approached me.

"My employer has deemed it necessary that I learn to run. I suspect I need more suitable footwear than what I currently have on." I smiled. She looked at my feet and started laughing.

"Yeah, it's not easy running in heels. Those are pretty awesome shoes though." She grabbed one of those foot-sizing thingies and directed me to a bench. "We'll measure your foot first. Running shoes fit differently than heels do."

I felt a little like Cinderella, if Cinderella were being tortured by the handsome prince. Carrie, as I learned the sales assistant's name was, disappeared into the back of the store and returned with a large stack of boxes. She handed me a pair of socks and a pink running shoe that I immediately rejected. It took longer than I thought, but Carrie had me fixed up with a comfortable pair of runners and some special socks eventually. The shoes were ridiculously bright blue. I'd fallen in love with them the moment I saw them because the colour was so obscene, and would contrast so beautifully with the dour black and silver of all things SHIELD related.

I continued shopping, procuring the last few items on the packing list Jack had so thoughtfully included, complete with the condescending note on the bottom (SHIELD does not provide mole skin for delicate feet, body glide for chaffing, or running shorts) that I knew he'd added just for me. As I was leaving the mall, my eye was drawn to a killer dress in the window of one of the shops. It was black, as all great dresses are, but had some red detailing on the crossover bodice. It had a secret agent vibe to it that appealed to me on both a ridiculous and sexy level. I had to try it on.

It was amazing. I looked like I'd walked out of a Bond movie. It hugged all my great curves, and ignored all the ones I wasn't terribly fond of. Content that my entire day hadn't been wasted on Jack's shopping list, I paid for the dress and headed home to pack. If I was going to spend Monday on a quinjet to the Operations training facility, I was going to have a blowout weekend that required me only to shower and get dressed on Monday morning.

XXX

"Erin, that cute blond is ordering us another round." It was more of a stage whisper at this point. I already was past my sensible stage of drinking. The little black dress had done the trick though. Between Erin and I, we had yet to pay for a drink all night.

"Rick. The dark haired guy is Matt. You suck at names, Anna." Erin pulled the olive out of her martini and ate it.

"Sure, Pretty and Prettier. Wait. Which one is which? They're both fine." I smirked. Erin shook her head.

"This might be easier. Matt is, I am sure, NSA. Rick is giving off a CIA vibe though." She offered. I nodded.

"I think you might be onto something. And who says we don't have field competencies? Bah!" I snorted.

Erin had chosen the bar. It was a well-known hangout for members of the various government agencies, but that also meant that all flirting was calculated at discovering for whom you worked, and what your job was, in case you could be turned asset. While SHIELD may not have required me to run at all during my training, they had ensured I knew how to keep classified and confidential information away from the prying eyes of the public and any other agency. It was a requirement of the HR office personnel, as we had level 10 clearance. We needed to know everything about everyone in order to ensure payroll was being made, and benefits were being received, among other things. So no matter how tempting blond-haired, blue-eyed, well-built CIA boys were, I'd had worse temptations and never spoken. Quite frankly, the other government agencies could probably have used some training from SHIELD on interrogation. Because Rick was not the least bit subtle.

"Anna, what was it you said you did?" The blond handed me another gin and tonic.

"I didn't." I laughed. Erin reached across me for her drink.

"She's the acting HR manager for our company, Rick." She admitted. "We live lives of boring paperwork. Can you blame us for cutting loose on the weekends?"

Rick smiled and slid his arm around my shoulders.

"I'm sure you said which division you worked for." He prompted. I smiled blandly.

"Well then, shame on you for drinking so much you don't recall." I teased. He nodded in defeat and pulled me out on the dance floor. He had a strength in his bearing that was incredibly appealing, and the way his hand spread across my back was confident and reassuring. He wasn't much taller than I was in my heels, maybe six feet, but it was enough that I knew I would just come to his shoulder out of my shoes, and that made me feel secure. Combined with the alcohol, it was a dangerous combination. He was deadly sexy, I was drunk and had some lady-rage about work going on, and he was holding me just a little too close. I was, in all likelihood, going to make a bad decision later on, but I just couldn't see myself really caring.

"How about this, Anna, I'll show you mine if you show me yours?" He tried to coerce me into telling him my agency affiliation again. I leaned in a closely as I could and brought my mouth right beside his ear.

"Or you know, we could pretend we're both school teachers, and that come Monday morning, none of this will matter." I whispered the words carefully, making sure my lips brushed against his earlobe. I felt his hand tense on my back and then relax again.

"I'm not really the school teacher type. Can I be a computer guy instead?" His voice was soft in my ear. I couldn't help it. I laughed. One of those full body, head tilted back laughs.

"If you can actually come up with the proper name of the job, honey, you can be anything you want." I grinned. Rick-the-CIA-agent had the humility to blush, making him even more attractive.

"What I really want is to be alone. With you. Right now. Work and intel and assets be damned." He looked down at me with this smoldering, sexy look that was right off the cover of a trashy romance novel. And even though I knew he was full of shit, my mood about work made me want to do something rash and impulsive. I pulled his face down to mine for a rough kiss. His hand tightened across my back, and the free hand reached my collarbone, dragging his thumb hard across it. He pulled back and dragged me off the dance floor. I grabbed my purse as we made our way past the table and waved at Erin.

XXX

I woke up to sun streaming across my face and a terrible case of cottonmouth. I tried to roll over, but found myself pinned under the weight of a very large, very unconscious arm and leg. I turned my head toward the body and tried not to cringe. Right. Rick. He was gorgeous even asleep. I slid carefully out from under his leg, and managed to slowly ease his arm off of my chest. Pulling the bed sheet around me, I followed the scattered path of my clothes to the door of the bedroom and slipped into the bathroom to change. I pulled on my bra and dress, and peered out into the bedroom again, trying to see my underwear. Rather than go digging around in Rick's bed, and risk waking him, I slipped out into the hall, collected my purse and shoes, and headed out the door for my walk of shame. He hadn't stirred the whole time.

Rick's place was actually surprisingly close to mine, so I took advantage of the beautiful morning and walked home, barefoot, my heels dangling from my fingertips. I stopped at a coffee shop for an enormous coffee before continuing down the block to my apartment.

My phone rang as I was unlocking the door. It was Erin.

"Hey lovergirl. How was blondie?" She sounded very alert and perky.

"Exceptional." I admitted with a contented smile I knew she couldn't see. She squealed and I dropped the phone. I stepped into my dark apartment and closed the door before picking up the phone and making my way down to my bedroom.

"You sound tired." She commented.

"I did say exceptional, did I not? I barely got any sleep. Apparently the CIA trains agents to sex the truth out of you." I snarked. I put the coffee cup on my bedside table and flopped across my bed.

"Good thing you had all that training so you can endure such torture." Erin's tone was wry. I laughed.

"Repeated and multiple episodes of torture." I admitted. She laughed again.

"Well, I'm glad you got to work out your lady-rage. Matt was a dud. He actually invited me to his rugby game this morning." I could practically see her rolling her eyes. "Rugby. Seriously. Do I look like the kind of girl who wants to watch a Sunday morning Rugby match?"

"Aw, Erin, maybe he wanted more than a one-nighter."

"Well he got a no-nighter out of it. Ugh. Rugby." She snorted. I shook my head and closed my eyes.

"I need to get some sleep. Pizza tonight?" I asked.

"Sure. I'll be over around six." The line clicked off, and before I could even plug my phone in to charge, I was asleep.

It felt like it was only a few minutes later when I hear Erin banging on the door. I let her in, and took the pizza box from her. We curled up on the couch and flipped the TV on and completely devoured the pizza. I'm not sure what her reason was, but I was starving and hadn't eaten all day. Before she left, she handed me a small plastic bag.

"The chick at the sports shop I bought my shoes at said I would need one of these, and you never mentioned it, so I got you one too." She said. It was a glittery elastic hairband.

"What is it for?" I asked, puzzled.

"Your hair, dumbass." She shook her head.

"No, why would I need this for running?" I clarified.

"Hold your hair off your face, and catching sweat, according to the saleschicky. I just liked the sparkles. It's like a little fuck you to all the SHIELD black. Go be a star and break in the trainers. I'm going to need all the help I can get, so you have the pave the way." Erin gave me a quick hug and departed.

XXX

I had never been on a Quinjet before, and was surprised at how roomy it appeared to be. I signed in on the manifest and strapped myself in, plugging in my earbuds and turning on my favourite playlist. I was still not feeling back to myself after the epic amount of alcohol I'd ingested on Saturday night, and was determined to sleep the flight away. I barely noticed when we lifted off the ground, and was out before we reached cruising altitude.

Someone shook my shoulder when we landed to wake me, and I gathered my carryall from the mesh compartment beneath my seat and mustered off the aircraft. There was a queue of people waiting in front of Agent Jackson. I stepped into line and waited my turned.

"Anna, here's your packet. Your keycard for your room is in there. You are in D building on the Quad. Go get settled, find the cafeteria and be out to the track ready to run at 1300." He dismissed me. I sighed and headed in the general direction he'd pointed me.

The room was small, but more than adequate. I didn't like the idea of the shared washrooms and showers at the end of the hall, but everyone I'd seen on my floor was female, so I wasn't going to let it bother me. After unpacking my carryall, I checked the campus map from my packet and headed to the cafeteria. Despite desperately wanting the famous-throughout-SHIELD 'Academy Everything Burger', I opted for a chicken salad. With running scheduled right after lunch, I didn't want anything heavy in my stomach.

"Anna, right? From HR? I'm Kate. I work in payroll." A petite blonde woman sat down across from me. She had also, wisely, ordered a salad.

"Right, I've seen you around. Are you excited for all this?" I asked, unsuccessfully hiding a smirk.

"About as excited as you are, I'm sure. Was it you that got into the screaming match with Fury? I heard someone in HR had quite the conversation with him." Kate's smile was knowing.

"No, that was my officemate. She wanted to remind him it wasn't in her contract. It didn't go over well." I laughed. We ate lunch together companionably, and got to know each other as well as we could before we had to get ready for the run. We met back at the door to the dorms and walked to the track together. The rest of our cohort was already seated on the track benches, like a bunch of keeners. I checked my watch. We had five minutes before we needed to be there. They were really eager. Kate and I exchanged a look and slipped into the back of the benches that had been set out. Who I assumed was the instructor was down the field a ways, talking to Agent Jackson. They appeared to be going over a class roster. The instructor turned and headed back toward us.

"How far do you suppose we'll be running today?" Kate asked me, a nervous edge to her voice.

"My guess is about five kilometers." I responded, bending my head and whispering back.

"Oh god. I don't know if I can run that far. Aren't kilometers longer than miles?" She whispered. I shook my head.

"No, a mile is 1600 metres, and a kilometer is 1000." I answered.

"Still seems awful far." She was dubious.

"Ladies in the back! If you wouldn't mind paying attention?" The instructor's voice rung over the assembled bodies. I cringed, and looked up, blushing. It was like being in high school again being singled out by the teacher. I looked at the instructor and felt the colour flood back out of my face.

"So you must be Anna Ellis, then?" It was Rick. Rick-from-the-bar. Rick-the-exceptional-lover. How I could have not pegged him as SHIELD, I would never know.

* * *

**All too often, OCs are these perfect virginal women, who, even though they may not be virgins, certainly aren't shagging anyone other than the canon character they are intended for. I want Anna to be little more flawed than that. I want her to make mistakes and enjoy making them. I want her to be reckless. Because I think you'd have to be a little devil may care to work at SHIELD regardless of how mundane your daily tasks were.**

**~TK**


	3. Chapter 3

"Oh sweet merciful gods. Why me?" I muttered and closed my eyes against the memory of just two nights previous and the masterful way Rick used his body. Kate nudged me.

"Do you know him? He is like sex on a stick." She whispered.

"He most certainly is. Christ. This is going to be so fucking awkward." I muttered.

"I am Agent Richard Eriksson. You may call me Agent, or Eriksson. I will be your SO while you are here. Every morning, we will start with a five kilometer run. The goal is to get you down to thirty minutes. There will be incentives for those of you who are able to keep up and improve. And there will be deterrents for those of you who think you are above all this." Rick's voice boomed over us. "At the end of the day, we will go for another five k run. Those of you who are able to improve your time from the morning will be dismissed. Those of you who do not will be required to hit the gym for some strength and conditioning exercise."

"I'm sorry, is the idea that if we'd attacked by aliens again we be able to outrun them?" One of the older women in the front asked. I stifled a snort. It was a good question.

"No, the idea is that cardiovascular fitness is the foundation of a strong body and mind. Your reaction time will be shortened by being in shape." Rick responded. "Hit the track, ladies and gentlemen. We'll start with a brisk walk to warm up, and then we'll get running."

He gestured to the track and like cows to the slaughter, we all shuffled toward it. I darted wide around him, hoping to avoid a conversation. Luck was not on my side. Rick took a few steps in my direction, and reached out to stop me. I sighed and stared over his shoulder, determined not to blush like a preteen.

"You left a souvenir at my apartment." It wasn't quite the icebreaker I would have used.

"If you present me with my panties, I will slap you with an A2-336E so fast you won't know what hit you." I threatened.

"If you'll recall, Anna, I wasn't aware what agency you were with. You'll just have to retrieve them when we get home." He smirked.

"If I'm not allowed to call you Rick, you can start calling me Ellis." I retorted. It was weak, but I felt boundaries were probably important. He was still unnaturally handsome, and knowing his talents, I knew I would be incredibly weak.

"Oh, we're not going to be that way, are we? It was mutual, Anna. It was good, and if I'm recalling correctly, you agreed. There's no need for us to become enemies just because we work under the same banner."

"Perhaps you missed the part where I snuck out so I wouldn't have to have this awkward morning after conversation. I don't do well with awkward morning after conversation." I admitted, softening just a little. He smiled.

"I don't usually do the one-night thing at all myself. I was pissed about being sent here for the foreseeable future and –"

"Don't say another word. I know exactly what you mean." I laughed. "Despite what you may think, I'm not actually a femme fatale."

Rick laughed and pushed ran a hand through his hair.

"I see you more as a school teacher." He winked. "Hit the track, Anna. You've got miles to go before you see any rest."

I ambled over to Kate. She stared at me expectantly, but I didn't divulge anything. Partly because a lady shouldn't kiss and tell and partly because I'd only just met her. Rick took his place at the head of our group and led us off on the 'brisk walk' portion of the run. I would have qualified it as a slow jog, myself. I felt to the back of the group as soon as we actually began running, and could feel my lungs burning in minutes. I pushed for as long as I could, but the moment I saw someone else start to walk, I slowed down, gasping for air.

"Ms. Ellis. This is not your finest look." I heard the familiar voice and turned my head. And then promptly stopped in my tracks, overcome with the ridiculous and amazing sight before me. Agent Coulson was jogging on the spot beside me. But more than that, he had a white terry sweatband across his forehead, with matching wristbands at each wrist. His SHIELD t-shirt fit better than I expected, but it was tucked into a pair of obscenely short black running shorts that left a lot of his pale thighs exposed. He had white tube socks pulled up to his knees and his running shoes were plain black. He looked ridiculous. I blinked and bit my lip. And covered my mouth in horror.

"What are you doing here?" I finally managed, a nervous giggle fluttering out at the end of my sentence.

"It's the glasses, isn't it? Women always start laughing about my glasses." He deadpanned. I hadn't even noticed the glasses, but found myself just as mesmerized by them as I was by the rest of his ensemble. The thick black frames made him look more like he belonged in the science division than operations.

"You are a sight." I noticed the pack of runners pulling away and turned to begin jogging again. Coulson fell in beside me.

"My team and I are here for the training. Agents May and Ward are teaching hand-to-hand. I'll be teaching weapons and target. I was just heading out for my run when I saw you and thought I'd tag along. Eriksson won't mind if I bring up the rear, and keep the ducklings from straying." He spoke effortlessly. I was having a hard time keeping my breathing even.

"Awesome." I managed.

"Lengthen your stride, Ms. Ellis. You're taking teeny steps and it's making you work harder. Haven't you ever run before?" He asked.

"Not distances." I gasped, doing as he said. Within a few feet, I could feel my heart rate slowing just enough that I didn't think I would die. Then my breathing came easier. I still couldn't talk, but it turns out Coulson is really chatty when he's running.

"I ran track in High School and College. I also did Biathlon. Have you heard of that? It's a winter sport. It's cross-country skiing and shooting. I was ranked nationally. Guess how SHIELD found me?" He asked, rhetorically. I glanced beside me at him, trying to imagine sweatbanded, tubesocked Coulson as remotely cool enough to do track. Biathlon was as dorky as it sounded, so I bought that. We slowly caught up to the pack.

"Biathlon, eh? I think we did that in high school phys ed one year." I wheezed. He chuckled.

"I don't recall seeing that in your personnel file, Ms. Ellis." He wasn't even sweating yet, the bastard.

"You know that sounds really creepy, right?" I asked. "Also, if you're so damn familiar with my history, you can call me Anna."

"Would you be comfortable calling me Phil?" He responded.

"No." I shook my head.

"Then I'll keep it formal for now."

"Can you just drop the 'Ms.' part then? It makes me feel like a librarian." I requested. He chuckled again.

"Sure." He agreed.

I slowed to a walk, and was pleased to see that everyone else in my cohort was looking as winded and pathetic as I was. Fury was out of his mind thinking this could be accomplished in three weeks. After what was not nearly long enough, Coulson nudged me and nodded ahead of us, urging me to jog again. I sighed and picked up my pace. He kept at it every time I stopped running, letting me rest for just shy of long enough and then prodding me forward again. It was like my own special hell.

Rick finally gestured for us to stop. I grabbed a couple of bottles of water and collapsed into the grass on the infield of the track. I drank one bottle, and poured the other in my face. Kate flopped down beside me and did the same thing. We lay there staring at the clouds flitting across the sky for a few minutes until I saw Rick approaching Coulson. I sat up, horrified.

"Oh please, please, please, please don't say anything." I mumbled under my breath. Kate gave me a puzzled look but said nothing. Rick and Coulson spent a few minutes chatting with one another, and then Rick pointed in our direction. I held in my cringe and focused on untying and tying the laces of my shoe, as though I wasn't desperately trying to hear what they were talking about. Coulson slapped Rick on the shoulder and picked up a bottle of water on his way over.

"Agent Eriksson seems to think you are capable of a better time than you made today." He sat down in the grass and gave me a questioning look.

"Don't know why." I shrugged.

"You'll improve tomorrow. You should hit the showers though, ladies. We'll be meeting for weapons and target in about 25 minutes." He pushed himself up and headed off the field. I hauled myself to my feet and walked directly to Rick.

"Agent Eriksson. I was under the impression you wanted to play nice?" I asked. He looked up from the tablet he was fiddling with and smiled.

"Oh, I do." He reminded me of a wolf, all toothy and leering. "But I also don't want to compete with captain sweatband. And he was acting interested."

"Agent Coulson and I have worked together on a number of projects. Don't mistake his professional courtesy for a coworker for anything but that." I snapped. "And for the record, the testosterone-driven need to possess? It's a huge turn off. Treat me like a human if you want to play nice. Do not treat me like I'm some sort of fucking possession or prize. Am I clear?"

"Crystal." He nodded. I stalked toward the D dorm, but turned and walked back to him.

"And another thing. You are very, and I mean very, talented. And sexy. And you seemed lovely outside the bedroom too. So yeah. Don't mess up all of this," I waved my hand around him generally, "by being a dick to my friend."

I left him gaping at me as I walked back to the dorms to clean up.

XXX

Bless Coulson for being a lovely person, but weapons was the most boring class I'd ever taken, and I'd had to take economics in university. I was fighting to stay awake by fifteen minutes into his description of the standard issue sidearm SHIELD used, but I'd caught enough to know it weighed about a pound and a half.

Notetaking had saved my ass in econ, so I tried taking them, but it really wasn't helping. I was secretly pleased that I was sitting at the back of the classroom, where Coulson maybe wouldn't see me struggling to stay awake.

"I think we should break for coffee. Some of you are fading. Be back in fifteen." He announced. I snapped my head up, sure I was turning as red as a tomato. Caught. I slipped out the back door of the lecture hall and made my way to the coffee kiosk, hoping to beat the crowd.

"As big as you have please." I asked.

"Anything in that?" The server asked. I shook my head.

"Nope. Black, please." I reached into my purse to pull out some cash, and was surprised by a hand reaching over my shoulder with a bill in it.

"Like her soul. Can you please make that two, Grace?" Coulson was apparently buying me a coffee. Grace handed me my cup and made change for Coulson.

"Like my soul? Ouch." I nudged Coulson with my elbow. He just gave me that thousand-yard stare I'd learned was classic Coulson. "Thank you, by the way." I tipped my cup at him and headed to the outside courtyard. He followed, and sat down beside me.

"How are you going to manage handling a sidearm if you don't know which one is standard at SHIELD?" He asked, taking a sip from his coffee.

"You mean the Smith and Wesson M&P?" I cocked an eyebrow. "Dude, I'm tired, but I'm not stupid."

"What is the most impressive thing about the M&P?" He quizzed me. I sighed.

"Well, for me, it would be that it's nice and light, and has a short trigger pull." I responded. Coulson looked a little surprised. "Oooh! You thought I was sleeping and not paying any attention! I was trying to stay awake. I was taking copious notes."

He held out my notepad. I was busted.

"La la la, this is so boring. Blah blah guns. Blah blah bang. Blah blah shooting." He read, in the driest tone I'd ever heard.

"Or you know, I read the specs at work one day?" I tried. He laughed.

"Honesty looks better on you, Ellis."

"And here I thought it was my pretty smile you liked best." I teased. He smirked.

"You should get back to class before your instructor marks you tardy." He stood up and walked back inside. I finished my coffee and made my way back to class in my own time, careful to slip in the door just before Coulson started lecturing again.


	4. Chapter 4

"I would like to make it clear that you are not stormtroopers, and your aim is the most important part of using a sidearm. Friendly fire injuries are not acceptable to SHIELD, and while no one expects you to shoot the wings off a fly, I do expect that you will be able to hit a target in a simulated, stressful environment. We'll head to the range now, where we will be meeting up with a number of target instructors. By the end of class, I'd like to see you able to hit the target, so listen and learn." Coulson closed the cover on his tablet and gestured toward the door. We all shuffled out. Kate caught up with me as I walked toward the range.

"My legs are cramping something fierce, Anna." She admitted.

"And we get to do it again tonight." I grumbled.

"At least you had a run buddy. I mean, Agent Coulson seems kind of boring but he kept you company." Kate was fiddling with something in her purse, and came out with a lipstick.

"Yes, I particularly enjoyed the part where he kept making me run." I scoffed. She smiled and reapplied while we walked. That was a talent I had to admire.

The range was vast. There was really no other way to describe it. In the back corner of the campus, it sprawled as far as I could see. The target range we were going to be using backed into a hillside, and the stalls looked out of place and very state-of-the-art compared to the scrubby grass and dust of the lanes. We clustered around the weapons depot window.

"Listen up! You will be assigned a numbered piece and ammo. You will attend the lane that matches the number on your sidearm. There will be one instructor for every three of you. When you are finished each clip, you will deposit your sidearm into the lockbox in your stall. When each lockbox registers full, the green light at the end of the range will indicate you may retrieve your target, and your gate will unlock. When you return to your stall, you will latch the gate. When each gate is latched, indicating you are all back in your stalls, your lockbox will unlock and you may retrieve your sidearm. At that point, you may reload and begin your next clip. Is that clear?" The weapons depot clerk bellowed across us. We all nodded.

"I will call you up in alpha order to be assigned a sidearm." Coulson took over. He flicked a few things on his tablet and began calling names. I approached the weapons depot window when mine was called, and was assigned my sidearm.

"Doesn't it come in pink?" I winked at Coulson. He rolled his eyes in response. I smiled and headed to my stall. When everyone was standing in their stalls, our instructors approached. I was not the least bit surprised to see that Coulson had assigned himself to my trio, and I wasn't bothered by it either. The familiarity of working with someone I already knew was reassuring to me, and Coulson was a genuinely good person, even if he had horrible taste in running wear and was dull as a butter knife in weapons lectures.

"Ellis, Henderson, and Holman, right?" He asked us. We all nodded. "So put the glamourous and attractive noise-cancelling ear protection on, and load the clip into your sidearm."

He ran us through loading, unloading, aiming, the hokey pokey, turning yourself about. I was passing familiar with handguns, but my discomfort with them was epic in proportions. When he finally cut us loose, the people on either side of us quickly went through the steps to get ready. I fumbled with the ear protection.

I improved when it came to loading the gun, and was quite pleased to note that I did not close my eyes the first time I pulled the trigger. I did, however, look away, which Coulson was quick to note.

"Ellis, you need to actually continue aiming while you shoot." He called to me. I stiffened and collected myself for my next shot. The men on the range were blasting through their ammo like they were in some cheesy action flick, and while the women were taking their time and being more precise about things, they were making me look like I was moving in slow motion. I had not grown up around handgun culture, and was extremely uncomfortable holding the weapon, so I was trying to gain confidence as well as learn to shoot.

I squared my shoulders and lined up the sight marks. Taking a deep breath to steady my nerves, I squeezed the trigger like Coulson had shown us as I exhaled, not moving, not taking my eye off the target. The shot went high and wide, possibly worse than my previous shot.

"You're closing the wrong eye, Ellis." Coulson commented from behind me. He'd obviously tagged me as the village idiot and was going to give me some much-needed extra attention. I went through the motions again, and closed the correct eye. My shot came closer to the paper target, but was still off. Coulson stepped in close enough that I could feel his breath at my neck. I froze.

"I'm trying to see what you're doing wrong, Ellis. You need to shoot in order for me to do that." He sighed. I took a deep breath and shot again. He stepped in closer still, and slid his foot between mine, knocking my legs apart. I yelped in surprise.

"Uh, hello?" I managed.

"Your feet are too close together. They should be shoulder width apart so your body doesn't rock with the recoil. I'm going to touch you. Please don't shriek again." He requested. I braced myself and he pressed against my back, reaching around me. He adjusted the way I was holding the grip, and kept his hands over mine so I couldn't change it. Coulson wasn't very much taller than I was, so he was close. When I'd been a kid, I'd gone to a dance at a Catholic school with one of my cousins. The nuns had told us we had to 'leave room for Jesus' between our sweaty adolescent bodies when slow dancing. There was no room for Jesus between Coulson and I. I could feel the buttons of his shirt digging into my spine. At least if I could make this shot, I would be golden for the stressful simulation.

I took aim and squeezed the trigger again. My shot hit the target and I wanted to scream and do a happy dance, but I was still trapped between Coulson's arms.

"I hit the target!" I exclaimed. Coulson laughed, and I could feel him nod against the back of my head.

"Do it two more times, and then you can finish the clip without my help." He promised. I tried to relax and fired two more sounds off, both hitting the paper of the target. Coulson released me and stepped back to watch. I emptied the clip slowly, but it wasn't too far behind the rest of the range. I placed the gun in the lockbox and waited for the signal to retrieve my target. Coulson slipped out of my gate behind me, and walked up to the targets with the three of us. The other two people in our group were considerably better than I was, and every shot had landed in the black silhouette on the paper for both of them. Henderson had a nice tight grouping of holes in his target, but they were all in the arm.

"That's great Henderson. You've got the consistency, now we need to work on your aim." Coulson praised him. Henderson shook his head.

"I aimed for the arm. I don't want to kill anyone." The man towered over Coulson but was clearly a gentle giant.

"Okay, next clip, show me you can do that in the heart or the head, and I will send you to the simulation tomorrow and you can have some free time." Coulson bargained. The man was smart. Offering any of us free time would guarantee our compliance. Holman's target had a broad ring of holes punched around the area of the heart. Coulson said nothing, just nodding in approval. He took my target from me and shook his head. There were holes all over it, on the silhouette and the paper.

"You're a good HR manager, right?" He teased. I raised an eyebrow.

"I happen to think that's brilliant considering I'm probably the only person in this class who hasn't handled a handgun before." I retorted.

"Between this and the extra laps you're going to be running, you might not sleep while you're here." He handed me the target. I snatched it and stalked back to my stall, locking the gate behind me so he had to come through someone else's stall to get back in the safe zone. When we were clear to shoot, I did all the things Coulson had shown me, and while my shots were more accurate, I was still struggling. As I trudged up to my target, Coulson caught up with me.

"I think I did better." I said.

"You absolutely did better. Do you wear glasses, Ellis?" He asked. I shook my head. "How well can you see the target?"

"I dunno. I can see it, but it's a bit blurry." I shrugged. He pulled his glasses out of his jacket pocket. Funny. I hadn't felt those in my back.

"Try my glasses. They're for distances, and reading. They won't be right, but they might help. And if they do, we'll get you into the optometrist tonight." He held them out. I took them and slipped them onto my shirt for safekeeping.

"You'll have to tell me if I'm as woefully adorkable as you are with these on." I commented as we returned to the stalls. I held the gate for him. He stood back and raised an eyebrow.

"So you _were_ having a tantrum last time." He observed and walked through. I blushed.

XXX

With Coulson's glasses, I go two things. An optometrist's appointment and freedom from running in the evening. I was running through my head trying to figure out what other weird undiagnosed non-life-threatening things I could have wrong to get me out of my morning run when there was a tentative knock on my door. I was expecting Kate. It turned out to be Rick.

"You missed the evening run." He opened. I gave him the Look. Every woman over a certain age has cultivated her own version of the Look. Mine gave off equal parts 'are you fucking kidding me?' and 'don't be such an ass'. There was a variation of my Look that included 'you are lower than a spider hiding in my shower curtain and your life has about as much value', but I didn't feel that was quite necessary. Instead I swung my door wide and turned away to retrieve the note from the optometrist.

"I had the doctor write you a note, just in case you tried this." I handed it over.

"Really?" He laughed and read it over. "Glasses? I need to see. It might throw my school teacher fantasy over the edge." He winked. I shook my head and opened the little case they had given me to protect the glasses. It had the SHIELD emblem on it. Super secret world government protection agency, yet they emblazon every goddamn thing in sight with the fucking logo. I'd even had the option to have tiny SHIELD emblems on the temples of my glasses. Because we all like to run around like Captain Obvious.

"Ta-da." I sing-songed as I slid them up the bridge of my nose. I thought they were pretty cute. Rick apparently approved too, as he closed the distance between us with alarming speed. He pushed me up against the wall and kissed me, one of those full body kisses, where every point on your body comes in contact with the other person. He rested one arm on the wall above my head, and dragged the other one down my side, kneading my flesh under his hand, dragging his thumb across my ribs and onto the contour of my waist, tugging my top up to get at my bare skin. I wasn't entirely sure I'd forgiven him for his dick behaviour earlier in the day, but I certainly wasn't planning for a long-term commitment with him either. I had an itch; he'd already proven he was quite capable of scratching it. It came out even in the end.

What I hadn't anticipated was how I would respond when Coulson knocked on my still-open bedroom door and caught us. His complete non-response told me nothing, but I caught the way his eyes widened just a little before he pulled the door shut and left.

"Well, shit." I pulled away, and shoved my shirt down, sliding out from under Rick's arm and pulling the door open in one fluid move. Coulson was disappearing into the staircase. I ran to catch up, slowing to a walk as I opened the door and tried to act as casual as possible. He was halfway down the stairs, holding a bottle of what I guessed might be scotch and two tumblers.

"Hey, Coulson, what's up?" I was breathless, a combination of Rick and the sprint down the hall. He stopped and turned.

"I thought we could have a drink. Today was hard on you." He explained. There was an awkward silence. "Some people cope with the occasional drink. Clearly you aren't one of them."

There was absolutely no judgment in his tone, but I felt my cheeks colouring anyhow. I pushed my hand through my hair and bit my lip.

"I'd rather that drink if the offer is still open." I held my breath, ready for him to reject me. He quirked an eyebrow and started back up the stairs. He passed me and nodded toward the next flight as he kept heading up. When we got to the top of the stairs, he handed me the bottle and glasses, and did something that seriously looked like a secret handshake to the fire door, popping it open. We walked out onto roof of the dorms. There were a few weather-beaten Adirondack chairs at the edge of the roof, facing the vast empty athletic section of campus. He sat. I followed suit, allowing him to pour and hand me a drink.

The sky was clear, and it was a balmy night. Maybe a little cool for my thin t-shirt, but I was pretty hardy. I took a sip from my glass and let the alcohol burn its way down to my belly.

"I came up here a lot when I was here for training." He said.

"I can see why. It's beautiful." I murmured. The stars felt closer. I knew it was just because the air was cleaner and there wasn't any light pollution, but it was pretty magical.

"I don't know if you've noticed, but I find the overwhelming machismo of a lot of the operations guys to be a bit much." He offered.

"Yeah, you are more understated." I smiled. "It's refreshing."

"I sometimes feel like a relic. Particularly since New York." He admitted.

"You were badly injured in New York weren't you?" I asked.

"I died." It was the most shocking thing I'd ever heard, and coupled with the practiced smooth delivery, I choked on my drink.

"I'm sorry, what?"

"I died. I was stabbed in the heart, and I died." He restated.

"I thought that notation on your file was just a cover. Jesus. You really died?" I fumbled. "You're here though."

"The director ordered a number of surgeries, and eventually –"

"Fury resurrected you?" I wouldn't have been more shocked if he'd told me he was Iron Man and Tony Stark was just a decoy.

"I guess you could see it that way." His laugh was thin.

"You must be one helluva a fucking agent, Coulson." I shook my head and swallowed the last of my glass. He took it and refilled it.

"I don't know about that."

"I've deactivated enough personnel files in my time to know you're pretty fucking special if Fury wanted you alive at all costs." I took another pull from my glass and stared at him in the dark. My eyes had adapted enough to make out his profile, but I wanted to touch him to make sure he was real. I knew he was real, I'd probably been able to figure out how much change had been in his pocket when he was pressed against me in the stall at the range, but in the dark, after his admission, he didn't seem as real. I touched his hand with mine, and his head snapped over to look at me.

"Checking that I'm not a ghost." He deduced.

"Who knows this? That you actually died?" I asked, leaving my hand on his.

"Fury. Hill. No one else is supposed to, but my team does. Now you. The story is that I flat-lined in the OR but they got me back." He pulled his hand out from under mine and pulled off his sweatshirt, handing it to me. "Your hands are like ice."

"Fury's not exactly keeping you a secret though, pulling you and your team here for field competency training." I pulled the sweatshirt over my head.

"It's a calculated risk. Everyone here for training is a level seven or higher because of their administrative role. I'll be taking a less hands-on role when the lower level clearances filter through." He explained.

"Thank you." I said. He shrugged.

"Your hands were cold." It was dismissive.

"I meant for sharing this with me. You must get lonely." I clarified. He took my hand this time around.

"My life completely ended when I died. All my old relationships vanished. It's worse than lonely." He admitted. I started to feel a little choked up. It was unimaginable what had happened to him, and I didn't want him thinking I was crying tears of pity. I just felt grief on his behalf. I bit my lip to regain my composure, and took the last pull from my glass. Coulson took my glass again, but stacked it in his, and rose. He offered to help me stand.

"It's late." I walked toward the fire door.

"And you have to run in the morning." I could hear the teasing tone in his voice, and knew we would probably never talk about any of this again.

"And I have to run in the morning." I agreed. "I'm sure it's past curfew, and even though I'm with the teacher, I probably don't want to get in trouble."

"I'll walk you to your room in case a hall monitor is on the prowl." He let out a low laugh, and held the door open for me.

* * *

**Uh yeah. I know. I'm not supposed to be posting every day. *sigh***

**~TK**


	5. Chapter 5

I was a little nervous Rick would be waiting in my room when we arrived at my room, but when I unlocked the door, he was gone. I turned back to Coulson.

"Thanks. I can't think of the last time I actually had a nightcap." I smiled. His eyes crinkled at the corner as he smiled back.

"Like I said, I'm a relic."

"You say that like it's a bad thing." I shook my head.

"It's not. I'm not. I'm comfortable with who I am." He disagreed. I smiled again and realized I was still wearing his sweatshirt. I started to pull it off to give it back.

"Don't worry about it, Ellis. Get it back to me tomorrow." He held up his hand. I dropped the band at the waist back down.

"Sure. Good night." I said. He nodded, kind of awkwardly.

"Good night." He returned. He headed back toward the staircase.

"Hey, Phil?" I called. He stopped and turned, a funny half smile on his face. "I really appreciated your help today. On the track and the range."

"It was my pleasure, Anna." He replied and turned back to the staircase door. It wasn't until I'd shut my door that I realized I'd called him Phil.

XXX

I made my way to the track early, hoping to catch Rick and apologize for abandoning him in my room. He was, to my horror, doing push-ups when I found him. I waited for him to finished and sat down on the damp grass beside him while he rolled onto his back and started doing crunches.

"I can understand if you are pissed at me, Rick. I should have come back and –"

"Dismissed me?" He interrupted.

"Let you know that I needed time with a friend instead of, you know," I stammered. "Uh, sex."

"Way I see it, Ellis, is that you're into Coulson. And that's cool. He's a good guy. I just don't want to play back-up." He sat all the way up and wrapped his arms around his knees. His eyes were such an ice cold blue that I got a chill from his stare.

"Coulson and I have known each other for years, Rick. If either of us had ever been interested, I think we would have gone somewhere with this by now." I argued.

"I don't really want to compete, Anna." Rick shrugged.

"Is it a competition? I mean, don't get me wrong, I like that you're a take-charge-when-she's-willing kind of guy, but you haven't exactly attempted to have a conversation with me yet. Even if he were interested, Coulson is coming at this from such a different angle that it would be impossible to compete with each other. You have the home ice advantage – you know what I like, and there's Chemistry." I explained. Rick look confused.

"So where does that put him? Sounds like I'm in the lead, but I don't see it." He shook his head.

"Coulson can't help that he's the Canadian hockey team, honey." I smiled. "If he decides to bring his A game, he's probably going to win. You just have to hope he's not into this particular tournament."

"Sounds like I'm doomed." He sighed.

"Too early to tell." I disagreed and noticed the benches beginning to fill with my cohort. I rose to join them. I found a spot beside Kate and sat down. She gave me this completely incredulous look, looked back at Rick, and then back at me.

"That man is into you. How do you know him?" She demanded.

"We met socially just before we both got sent here. Didn't realize we were both SHIELD." I cleaned up the account a little. Rick ran through attendance and made us stretch to warm up before leading us out onto the track to warm up. I looked around for Coulson but didn't see him. I'd brought his sweatshirt to the track, evidently incorrectly assuming he would be running with us again. When I couldn't see him, I pulled it over me to ward off the brisk morning air. I was soon pulling it off and tying it around my waist. And hoping I hadn't made it stink with my sweat.

As much as it pained me to admit it, the run was easier. I could feel the stiffness in my legs stretching out, and with the lengthened stride that Coulson had recommended, I wasn't overworking myself. I was still a sweaty, disgusting, smelly mess as I flopped back into the cool damp grass. Rick held his hand out to help me to my feet, and I grabbed it, allowing him to pull me up. His eyes tracked down my body and back up again, meeting mine finally.

"You are a hot mess. Weren't you just comparing yourself to a trophy?" He teased. I grabbed a towel from a nearby bench and wiped my face before tossing it into the laundry hamper. As I walked toward the dorms I turned around and caught Rick staring after me.

"Not any trophy. A fucking Olympic gold, honey!" I winked.

XXX

I was profoundly nervous about hand-to-hand. It was the one area that I knew I should excel at, but I was terrified that I would just fall flat and completely suck. It would be nice to not be last in just one area. That said, I'd financed most of my university education by teaching women's self-defense, and I still occasionally taught it. There was no reason for me not to be one of the best in the class. But the running and the sidearm training had filled me with self-doubt. I sat at the edge of the practice mat and listened as Jack ran through the aims of the class. The basic idea was that we were capable of getting away from any attack, and getting far enough away that we could allow the pros to take care of business or use our sidearm safely. I had infinite gratitude in my heart for that. It was the first time anyone had suggested that we weren't there to gain field agent levels of competence.

"You'll break into groups of ten, and follow your instructor to a mat. Today will be a basic skills assessment for the first half and then we'll regroup you into advanced and beginner groups. Those of you who show competency will be given the option to test out of the training for the rest of the week to focus on your weaker areas. Please be aware, you will be expected to hit one another during class." Jackson explained. I stifled a giggle. How else were we going to learn hand-to-hand combat if we were pulling punches?

We assembled with the instructors as our names were called. I was assigned to a tough looking blonde woman. She scowled across the group of us, and I could tell she was dismissing us all as pathetic. I felt my doubts redouble.

"You, Blondie. And you, guy with the glasses." She pointed to my neighbour and me. "Front and centre."

We both walked to the centre of the mat. The guy with the glasses was in accounting, I thought, but I wasn't sure. I suppose it didn't really matter.

"My name is Anderson. You can call me Anderson. Your names?" She asked.

"Hryrchuk." Glasses responded.

"Ellis." I added.

"And do either of you have any hand-to-hand or martial arts training?" She asked. Hryrchuk shook his head.

"Self defense." I responded. It was easier than giving her a list of disciplines that I'd studied. Anderson sneered.

"We'll be covering more than just the SING principle, Ellis." She bit out the words like they tasted bad. "But it's not a bad place to start, I suppose. Hryrchuk, go at her. You've got about a half a foot and an easy fifty pounds on her. You should be able to take her down, even with no training."

Hryrchuk lunged at me and I easily sidestepped the attack. He regained his footing and came at me a second time, and I easily caught his arm and threw him over my shoulder, dropping my knee on his chest to pin him. Anderson nodded in grudging approval.

"Again." She said. "Only you go on the offensive, Ellis."

I pulled Hryrchuk to his feet and we squared off against each other. He squatted down, arms wide, hoping to lower his centre of gravity. I stepped toward him, and he took a step back. Obviously a quick attack was going to be more useful, I realized. Otherwise we might be dancing around each other for the whole class. I darted forward on his left, committing him to moving that way, and deked right, landing a punch to his midsection that dropped him to his knees. He swept my legs out from under me, but I grabbed his shoulders as I went down, pulling him across me and using his forward momentum to roll him onto his back and pull myself to my knees. I rolled him over, and pinned an arm up on his back.

"Uncle." Hryrchuk groaned. I released his arm and stood.

"Ellis, sit. You'll be going to the advanced group later." Anderson nodded toward the bench beside the mat. I took my place with relief. She worked through the rest of the group, assessing each person quickly. I was the only person that was going to go to the advanced group. I felt my confidence returning. A whistle blew and as we moved to gather back together, Anderson tapped my shoulder.

"You took self-defense?" She asked.

"No ma'am. I taught self-defense." I corrected. She bit her lip, her eyes narrowing.

"Do you want out of this class right away?" She offered. "Go a few rounds with me, and I will recommend that Agent May assess you to test out."

"Sounds good to me." I nodded. We turned back to the mat. She didn't give me a chance to get comfortable, and immediately put me to the test. It wasn't long before I was sweaty, and getting tired, but I wasn't landing on my ass every time she came at me, and my confidence was surging up every time I landed a punch or managed a takedown. After I had finally bested her a fifth time, she pulled me to my feet and clapped me on the shoulder with a broad smile.

"Five of eight is pretty damn good. I'll go get May." She complimented.

"No need. I'm here." Agent May walked onto the mat. She was petite. She stood with her arms crossed, an eyebrow raised. Everything about her looked tough as hell and solid, from the square set to her jaw down to the way her boots were perfectly laced. My rallying confidence flagged and started to falter. May turned and shook Anderson's hand, and smiled, but even when she smiled she looked tough, stern and no-nonsense.

"I'll leave you to it then." Anderson walked off the mat, leaving Agent May and myself staring at one another. She folded her arms across her chest again and sighed.

"I'm not actually interested in testing you, Ellis. I saw enough with Anderson. You were holding back. I'll sign off on you." She said.

"Uh, thank you?" I responded. She took a couple of steps toward me, reached out, grabbed my arm and tossed me over her shoulder. Before I could even recover, she dropped her booted foot across my throat, with just enough pressure to keep me from trying to move. I tried to reach her other leg to pull it out from under her, but she was a pro, it was totally out of my reach. She pulled her foot back and settled back into the same intimidating arms-crossed-shoulders-squared pose she'd assumed earlier, while I pushed myself up on my knees, and then stood.

"I'm sorry. I must have misunderstood you." I rubbed my throat. It didn't hurt, but I could still feel her boot across it.

"You didn't. I really don't need to test you." She responded. My brow furrowed in confusion.

"Then what the fuck?" I asked. She stepped close. Too close. I had to fight the urge to step back to regain my personal space. I ground my teeth together and looked her in the eye.

"Coulson is a good man." She whispered.

"Seriously?" I responded. "That's what that little show was about? Jesus."

I turned to walk away, suddenly fed up and angry. And all too aware she could easily lay me out again if I said the wrong thing. But in the end, my temper won out, and I whirled around to face her.

"He's also a grown-assed man. And for the record, I am a good fucking woman." I snapped. "So back the fuck out."

I stormed away muttering under my breath about fucking SHIELD and their stupid fucking field agents and the raging psychosis that really should keep them from active duty. People were clearing away as they saw me, so my rage was obviously not well hidden. I made it back to the dorms and didn't start to calm down until after a shower that was way too long. I took my time getting ready for weapons class, and decided to indulge in the damn hamburger I wanted at the cafeteria. I was tearing into it, still a little irritated, when Coulson sat down across from me.

"I would like to apologize for Agent May's behaviour." He opened. I raised an eyebrow and put my burger down.

"She's not capable of doing that herself?" I asked.

"Well, I am apologizing because I don't agree with what she did. She doesn't feel the need to apologize." I had to hand it to him, he didn't pull any punches. I felt a grudging respect for Agent May's unwillingness to bend on her stance. Even if I thought it was bullshit, it showed integrity.

"I see." I took another bite of my burger. It was just as amazing as I'd been told. We sat in awkward silence for a few minutes. He didn't touch his food. I devoured my hamburger.

"She says your hand-to-hand is far past basic competencies." He offered, finally breaking the cold distance between us.

"I taught self-defense in university." I supplied.

"She said you're better than a cheesy women's self-defense instructor." He countered.

"I damn near funded my entire education that way. I'm not a cheesy fraud. I hold black belts in a number of martial art disciplines." I went back to my hamburger. Damn good.

"How did you avoid operations?" He asked.

"I have a Master's in Human Resources." I shrugged.

"Mine is in Economics. I still wound up in operations." He argued. I bit my lip to prevent myself from laughing. Of course he had a Master's in Economics. I couldn't help but smirk.

"Econ?" I squeaked. He frowned.

"Yes."

I burst out laughing, and he looked confused.

"I'm sorry. I hated Econ in university." I admitted.

"And that's funny how?" He genuinely looked lost, which wasn't a familiar look for him.

"Well, I really like you." I blurted out. And then dropped my hamburger and turned bright red. Smooth. Very smooth. I could see a slight flush creeping up Coulson's neck and he nodded.

"I see." He suddenly was very interested in his own lunch. I cringed. We finished eating in silence.

* * *

**So yesterday truly sucked in a sucking void of suckage. And my mum and I were chatting on FB because she kept sending me silly pins, or weird jokes, or pictures of Mr. Hiddleston. And then it happened. Out of the weird conversation we were having, the tiny speck of a plot formed for the most romantic and tragic and painful original fic I've ever contemplated. **

**Long story short - I'm going to try to close this out in 10 chapters so I can get started The Story That Will Make Me Famous. If you truly deeply madly love my writing, and want to read it once I start, I am open to that idea. But I won't be posting it on fictionpress, or on my tumblr. Just FYI. We'll have to chat.**

**~TK**


	6. Chapter 6

It goes without saying that weapons class was awkward. At least, it felt awkward to me. Coulson didn't seem to have any problem shifting back to professional after my cafeteria outburst. I, on the other hand, was a mess. My palms would not stop sweating. My heart thumped so heavily in my chest that I thought you should be able to see it through my ribcage. And I felt sick. I could probably pass the nausea off on having finished the ridiculously enormous hamburger I'd had, but it was still there, and contributing to me being a jittery wreck while we were on the range.

I was furious with myself for reacting that way, as I'd always seen Coulson as a friendly colleague, and not a romantic interest. I mean, we'd always flirted when we bumped into one another, but it was office flirting. I'd never put any stock into it. And now, after a cold night on a rooftop drinking scotch, I was strangely smitten with him. I shook my head, feeling incredibly sorry for Rick. He no longer stood a chance, and Coulson hadn't even made a play yet.

I mentally shook the cobwebs off, and focused on the target at the other end of the range. Doing everything we'd gone over the previous class, I took my time, took aim, squeezed the trigger and exhaled. The glasses made a big difference, snapping the edge of the target into focus and allowing me to sight properly. I shot through my clip slowly, but rather than being dead last finishing, this time I finished somewhere in the middle of the group. I put my sidearm into the lockbox and waited for the green light to head downrange.

Unbelievably, all my shots had made it onto the target silhouette. They were still all over the place, wildly inaccurate, but they were all on the black outline, and that's all I cared about. I choked back a squeal of excitement, and instead just grinned like an idiot at the target.

"Good improvement." Coulson clapped me on the shoulder and moved to check another target. He stopped and gave some direction as I pulled my target down and put a fresh one up. He caught up as I made my way back to my stall.

"The glasses thing was a brilliant idea, Phil." I admitted, pushing them up my nose. They still felt strange on my face, but I was amazed at how much I'd been missing by not being able to see.

"You've got better focus today too. You tested out of hand-to-hand. I was thinking we should use that time to work on this." He suggested.

"That's a great idea. So there are others who could benefit?" I asked, thinking he must be planning mini-class for remedial learners.

"No, just us. My attention won't be divided in multiple directions then, and you should improve sooner with individualized training." He explained. I tried not to blush or giggle or do something that would make me look like an idiot with a crush. I opted to nod and hold the gate open for him, as that seemed like normal human behaviour.

"Will SHIELD approve of a hot shot agent like you giving me private lessons?" I asked.

"The only time commitments I have while here are to this class. What I do on my free time is my own to decide. In short, SHIELD doesn't get the opportunity to red stamp this. You need help, and as your friend, I am ensuring you get it." He told me. I smiled.

"Well, thanks. I appreciate it." I responded.

XXX

The academy cafeteria was a huge room, with a ridiculously high ceiling. It was three stories high, and along the wall where the kitchen was, a flight of stairs ran up to a landing and walkway, which in turn led to another flight of stairs, and another walkway. There were classrooms all the way along the walkways, and just the way it was built made it feel like the cafeteria had been an afterthought, and tacked on to the back of the building when SHIELD realized that students needed more than just classes to stay alive.

The wall opposite that was floor to ceiling windows. It afforded an unbelievable view of the campus. I was astonished by the size of the panes of glass that had been installed, and had spent part of each meal wondering exactly how they had been transported to the site. When that puzzle wasn't taking up brain space, I liked looking outside, protected from the elements. It was still early spring, and while the grass was green, and the sky was blue, there was still a little bite in the air when the wind blew. It was nice when we were out on the track, but it wasn't fun when you were just sitting. There was a large patio set up with tables and chairs outside, but so far no one had ventured to sit out there for anything other than lunch.

Kate and I met for dinner, and took what was becoming our usual spot near the windows. That table was situated in such a way that we both could see outside without the awkwardness of sitting side by side and trying to converse.

"I didn't see you in weapons this afternoon." I stated after we'd sat. "Were you at the other end of the range?"

"No, I tested out yesterday. My dad was a cop. I learned to shoot when I was in kindergarten." She laughed. "I didn't even have to finish the class yesterday, I just did to prove I was a team player."

"I tested out of hand-to-hand today." I admitted.

"Lucky you! I got stuck in one of the basic classes. The trainer told me that the next week that we are here, we will get more intensive study in our weak areas, and if we improve enough, Fury has decided we can test out of our final week." She offered. I thumped my head against the table.

"An entire week of range and running?" I groaned.

"Did you look at tomorrow's schedule? Half the day is fitness. Not running, fitness. And then the afternoon is hand-to-hand. Because I'll have any energy left for that? I swear, they're trying to turn us into actual field agents. It's not like I need to run 5k if the Hub gets attacked. I just need to run far enough to get away from it." She complained. I nodded and dug into my salad. That burger had been a huge mistake. A delicious mistake, but a mistake.

"Not gonna lie. I'm excited that I won't be in hand-to-hand tomorrow." I wasn't gloating. I was so relieved that I wouldn't have to be dripping with sweat and stinky all day long.

"One of the guys who tested out of range with me yesterday was actually an operations wash-out." Kate began. "He says there's a swimming pool and hot tub in the other classroom building."

"Seriously? We have to find it. Tonight." I breathed. I had aching muscles from running that would love to see the inside of a hot tub.

"Did you bring a bathing suit?" She asked, surprised.

"Fuck bathing suits. We're both women." I scoffed. "I won't look if you don't."

Kate suddenly smiled broadly.

"Deal."

We agreed to meet at the entry of our dorm after the evening run. I ran up and grabbed a large towel and ran back down. It was not the smartest thing I'd ever done. My legs were jelly when I finally met up with Kate. We made our way over to the smaller classroom building. I knew the gym was in there, so it wasn't surprising that there was also a pool. There was a thumbprint access pad at the door and Kate looked at me, crestfallen.

"Kate, between us we have the highest clearances on site. It's going to open." I reached for the pad.

"It's not really sneaking if they are recording our presence." She complained.

"If we're allowed to be here, no one will be looking for intruders." I countered, and placed my thumb on the scanner. The keypad dropped open and I keyed my PIN in. I heard the door click unlocked, and pulled it open. We slipped inside unnoticed.

The bank of switches beside the door suggested the lights were not on sensor, so our subterfuge was able to continue, despite my thumbprint clearly identifying that I was in the building. The pool was small. It was large enough for a couple of lanes of laps, but it certainly wasn't intended for recreation. The hot tub, on the other hand, was perfect. Hidden behind a latticed demi-wall, it was private enough that we would see anyone coming in. I slipped behind the wall and stripped down quickly, stepping into the swirling, warm water without a second thought. It was the absolute perfect temperature. I waded to the far side, and hit the button to start the jets before sinking into the churning water. Kate hung her towel over the wall before she stripped down, and then picked mine up off the floor and did the same with it.

"The water is high enough that it's splashing over the edge. Wet towels suck." She said by way of explanation as she stepped into the water. She leaned back into the wall and groaned.

"Oh god, this was the greatest idea ever, Anna." The look of relaxation on her face I'm sure matched my own. I could feel my muscles relaxing, and I leaned my head back on the tile lip of the hot tub and closed my eyes. Perfection. Well, perfection would have included a glass of wine and a good book, but this was probably as good as it was going to get while at the operations academy.

I thought I heard the click of the door and my eyes snapped open. I leaned back, arching a little, to try to see past the wall at who had entered, but could see nothing. If someone had come in, we had given ourselves away with the towels over the wall. And with the towels obstructing our view out, we wouldn't know until they rounded the corner to us. I sank back into the water, willing my heart to stop racing, reassuring myself that I was hearing things. Kate certainly hadn't noticed. I tipped my head back again and closed my eyes.

Kate suddenly shrieked, and I sat up and sank down to my neck under the bubbles of the water, turning my attention to her. Agent May and a tall dark-haired guy were standing there, guns drawn and trained on us. May dropped her stance, and the guy followed suit.

"Appears to just be a couple of the students." He spoke. There was obviously someone talking to them through an earpiece. Kate looked at me, horrified. I shrugged. There had been no rule given to us forbidding us from taking advantage of the facilities. Omitting telling us that there was a hot tub did not mean we weren't allowed to use it.

"Ellis and someone else. Banks, I think." May said, as she holstered her sidearm. "Yes."

"The pool is off-limits during your training, ladies." The guy said. I smirked and raised an eyebrow.

"We're not in the pool." I retorted. May sighed loudly.

"The pool facilities, including the hot tub, Ellis. Time to get out." She clarified. I met her eyes and looked down at myself, communicating my predicament clearly. She grabbed my towel from the demi-wall and tossed it at me. I just caught it before it fell into the water, and I stood up and wrapped myself up. Kate was sitting with her arms folded across her chest, trying to keep any part of her body other than her shoulders from being out of the water. And both May and the tall guy were still standing there.

I grabbed Kate's towel and stepped over to the guy.

"Since you've now seen me in the altogether, care to tell me your name?" I asked. He had the decency to look uncomfortable.

"Agent Ward."

"Well then Agent Ward, Agent May. Would you mind turning around? It's not like we're going anywhere." I requested. May snorted but complied, stepping out to the opposite side of the demi-wall, and Ward followed so quickly that I was sure he was embarrassed he hadn't thought to before I'd asked him. I handed Kate her towel, and stood in front of her with my back turned as she climbed out of the water. She quickly grabbed her running clothes and pulled them back on.

"Aren't you getting dressed?" She whispered at me. I shook my head.

"I'm gonna hit the shower as soon as we're back at the dorms, so there's not really a point." I pointed to the soggy mess of my sports bra, and t-shirt. "Plus, my stuff is foul."

I picked up my things and headed out past the wall, past the two waiting agents, toward the door. I figured since they were just telling us to get out we didn't need to hang around waiting for them. Kate followed. When we got to the main doors out of the pool, May stopped me from opening them.

"Hold up a minute, Ellis. Banks, you can go." She opened the door and let Kate past. I raised my eyebrow as she pulled the door closed.

"Excuse me?" I asked, looking at her. You can convey a lot by tone of voice. Mine obviously was conveying the message I intended because Ward snorted and took a step back from us.

"Jackson would like to speak to you. Now. He's on his way." She explained. I rolled my eyes and hit one of the light switches, flooding the room with light. I saw a bank of bleachers at the poolside, and walked over to sit down, dropping my wet running gear beside me. I contemplated putting my shoes back on, but it was too weird to think about wearing shoes when I had nothing else on but a towel.

I pulled the tie out of my hair and started combing my fingers through it while we waited, grateful I hadn't got it wet. As I wriggled my fingers through the last tangle, the door swung open, Jackson walking through purposefully. When his eyes lit on me he set his jaw and headed straight to me. I didn't notice Coulson was right behind him until I heard him speaking.

"With all due respect, Jackson, this is ridiculous. It's not as if she lit a building on fire, or –" He looked up at me and stopped speaking. I was suddenly very conscious of my towel and my hair, and my shoulders, and well pretty much everything else about my body. I never wore my hair down. While SHIELD was a fantastic place to work if you were a feminist, with equal pay, and equal responsibility, and equal respect, there was a simple truth about men. They were distracted by long hair. While it reassured me that Coulson was just as normal as every other man I'd ever met, I still quickly smoothed my hair back into my usual ponytail.

"Would you care to explain yourself, Annie?" Jackson was angry. The last time he'd called me Annie was when we broke up. He had to be mad to let it slip.

"What's there to explain? We found out there was a hot tub. We found the hot tub." I couldn't see the big deal.

"You overrode the security system!" He exclaimed.

"No I didn't! There was a thumbprint scanner, and then it asked for my PIN. I didn't override anything." I defended myself.

"You shouldn't have been able to get in, Annie. We reset all the clearances to level ten before anyone was sent here." He did this quirky breathing thing when he was really angry so that he wouldn't lose his temper. He was starting to do the quirky breathing thing.

"What rock do you live under that you don't know I have level ten clearance, Jack? Half the people on this campus have level ten clearance. We have to have it. We work with personnel files all day long." I laughed. Even May smiled at that. Jackson pinched the bridge of his nose.

"Just. Get out, Annie. Go back to your room." He dismissed me. I gathered up my things and rose, brushing past him on my way out. I heard Coulson talking to his team as the door shut behind me.

I cut across the grass quickly to get back to the dorms. Kate was waiting at the door, freshly showered and looking worried.

"What the hell?" She asked. Her tone was enough to crack me up.

"Apparently they overlooked how high our security clearances were when planning this summer camp. We weren't supposed to be able to get in." I shrugged. "I'm freezing. See you in the morning."

I made my way up to my room, and then down to the showers. When I got back to my room, I felt a million times warmer, and was also beginning to see the humour of the whole situation. I chuckled to myself as I pulled on my pyjamas and dried my hair. I decided that I had earned a snack from the vending machine at the end of the hall, and was fishing around in my purse for change when a knock sounded on my door.

Eventually I would learn to not assume it was Kate. When I pulled it open, Coulson was standing there, scotch and tumblers at the ready. I opened the door all the way and gestured for him to enter.

"A man bringing gifts. Smart man." I rummaged in a drawer and pulled out a zip up hoodie and pulled it over the thin material of my pyjama tank top.

"I wonder if this isn't going to become a habit. Are you planning on having terrible days all week?" He asked. I laughed.

"I always was the troublemaker in school. You should probably anticipate needing a new bottle by tomorrow." I winked, taking the glass he offered me. He leaned on the edge of my dresser, leaving me the choice of sitting on my bed or at my desk. I stepped onto my bed and slid down the wall into a sitting position. We just stared at each other in silence for a few minutes.

"I didn't realize, I mean, I had never noticed –" He started. I'd never seen him so out of his element.

"Yeah?" I prompted after a moment.

"Your hair is really long." He blurted. I pulled it back behind my shoulders, trying not to laugh.

"Yes. It is actually two inches past uniform length. No one has noticed in the last two years." I referred to the dress code that I thought was ridiculous and old-fashioned for an agency like SHIELD.

"Well, it's not as if anyone is going to come around with a ruler." He smiled. I laughed.

"I don't really think you came to chat hair care with me, Phil." I challenged him.

"Probably not." He admitted. I stood up and walked over, handing him my empty glass. I allowed myself to stand too close as he refilled it. He smelled like scotch, and cedar, and ice. It was a weird combination, but I liked it. He held my glass out to me, and my fingers slid over his as I took it, sending a shock of desire through my arm. He didn't let go of the glass. I looked up from it and my eyes met his. And the same weird desire I was feeling was looking right back at me. My breath caught. I took the glass and placed it on the dresser and looked back at him. He was looking at my tumbler. He looked back at me and stood from the edge of the dresser, facing me.

His hand came up and tangled in my hair. Before he put his tumbler down beside mine, he downed what was left and then reached behind me to pull me against him. I drew in a breath and then his mouth was on mine, his teeth tugging at my lower lip. I fisted a hand in the front of his shirt, and pulled him closer with my other. His tongue slid along the edge of my lip and I groaned. It was unreal. He pressed closer, sliding his fingers through the waves of my hair and down my back, his fingers digging into the muscles of my shoulder and continuing down my arm. His other hand tugged on my hair, exposing my neck and he trailed his lips along my jaw, and down the contour of my neck, pushing my sweatshirt aside and pressing his lips against my collarbone. I was lightheaded with desire. I drew in a heaving breath and pulled away.

"We can't do this, Phil." I found myself, and took his face in my hands. His pupils were dilated, and his breathing was as ragged as mine was.

"We can. There are no regulations against it." He countered. I couldn't help but laugh.

"I wasn't thinking about regulations." I said. He smiled and pulled me back to him, kissing me quickly.

"Of course not. You wear your hair too long, you're a rebel." He teased, turning his attention back to my collarbone, but drawing his tongue across it so lightly that it tickled. I squirmed in his arms and giggled.

"You are my instructor right now, Phil. It's a conflict of interest." I protested. His lips stilled and he looked at me, his head tilted to one side. He stole another kiss, pulling me hard against his hips. I groaned again.

"I am a consummate professional. I am perfectly capable of putting this aside when we're on the range." He tried to persuade me. I forced myself to pull away. He took a step toward me, and I held up my hand and shook my head.

"Oh no. I'm far too eager to push you down into my bed already. I don't need you tormenting me any further." I zipped my hoodie all the way up to the neck. He laughed and leaned back against the dresser.

"Friday at noon I am no longer one of your instructors." He picked up his bottle of scotch but left the tumblers behind. "Until then, nightly scotch is going to be the best foreplay of your life."

He pushed up from the dresser and walked toward me, full of purpose. I back up until I hit the wall, and he leaned in and kissed me one last time, not touching me anywhere but on my mouth. I damn near caved. I closed my eyes and bit my lip when he pulled away, so I wouldn't pull him back to me again. I heard him step over to the door and open it.

"Good night, Phil." I said quietly.

"Sweet dreams, Anna." He teased. When I heard the door latch I let out a frustrated growl. It was answered with a chuckle from the other side of the door. I stuck out my tongue at the door, and threw the bolt for the night.

* * *

**Why yes, this is the longest chapter I've ever posted. I kind of got on a roll...**  
**~TK**


	7. Chapter 7

I awoke cranky. I mean, you could say I awoke cranky, but I really didn't sleep. So it was more like I rolled out of bed cranky. Cranky, tired, sexually frustrated in the extreme. And, to my horror, with a zit that I discovered while brushing my teeth. Seriously, I was 33 goddamn years old, and I had developed an overnight zit that rivaled Vesuvius in size and potential to blow.

I stormed back to my room wanting to break something. I briefly contemplated putting a blob of toothpaste on it, but I was on my way to breakfast and then to the track to run. I really didn't want it to be more obvious than it already was. And really, the size of the thing would probably put Rick right off me, which would save me some awkwardness. I laced up my runners and headed to the cafeteria. I found Kate already powering through her breakfast, and sat down beside her. The sky was grey and ominous, matching my mood and making me dread all the outdoor activities of the morning.

"Sorry I was so abrupt last night, Kate." I offered. I realized after I'd dashed away that it had been really kind of her to wait and make sure I was okay, and she deserved something more than me pushing past her. I held off on apologizing for my mood, hoping something would lighten it.

"Uh, thanks. I understand though." She smiled broadly. "So that Eriksson guy? Are you playing him off Coulson?"

"Dear god, no! There's no contest." I exclaimed. She tilted her head and pursed her mouth.

"So you're playing Coulson off him then?" She asked.

"No, Kate, there's no contest because Coulson is amazing." I clarified. "I may have a very brief history with Rick. And he may have attempted to pursue that when we got here."

"Oh my god, are you telling me you hooked up with him _and_ Coulson?" She gasped. I thought she was going to choke on her fruit salad, and tensed, ready to get up and start the Heimlich if necessary.

"Keep your voice down!" I hissed. "No, I have not hooked up with Coulson."

"But you have hooked up with Eriksson?" She resolved. I bit my lip, knowing my habit for blushing was betraying me.

"Yes."

"But you're not still hooking up with him?" She pressed. I furrowed my brow and stared at her.

"No. Why?"

"He's fucking hot, Anna. I didn't want to step on your toes, but I'd like to make friends with him, if you know what I mean." She laughed. I let out a breath I didn't even realize I was holding, and laughed with her.

"Uh, without being vulgar, he's very good at making friends." I nudged her. "Go for it."

"I just, haven't been sleeping well, all the endorphins after running or something, and I am just all hot and bothered, you know?" She explained. I held my hands up in surrender.

"Preaching to the choir. I barely slept at all last night."

"Well, your adrenaline must have been through the roof after we got caught. You didn't get in too much trouble, did you?"

"No. Jackson sometimes forgets he's not the smartest guy in the world. That sounds really bitchy. I mentioned I was really tired?" I laughed. "Jack's a great guy, but he forgets to think through all the eventualities. When we dated, he was told that was –"

"Jesus, have you dated everyone?" Kate interrupted.

"Not everyone."

"Really?"

"Sure. I haven't dated Tony Stark." I winked.

"Does he even date? I thought he was a love 'em and leave 'em kind of guy." Kate laughed again. I felt my mood improving with the light conversation and my beautiful, strong, dark cup of coffee.

"I honestly don't know. There. Proof I haven't slept my way to the top." I chuckled.

"Good to know. For a minute there I was doubting it was your enormous brain that got you where you are." She responded, dripping sarcasm. Kate was good fun. I was going to have to keep in touch when this was finished.

We finished up breakfast and headed toward the track. As we sat on the benches, the sky opened, and we dashed back toward the cafeteria, and took shelter at the doors, watching for Rick to arrive. Through the sheets of driving rain, I saw someone emerge from the building Kate and I had been kicked out of the night before, and run toward the cafeteria. I wasn't able to identify Rick until he pushed through the cafeteria doors beside us, the rain was that heavy. He looked at Kate and I, wet from our escape, and looked across the cafeteria. The rest of our class was milling around near us.

"Listen up! We're going over to the other classrooms building. There's a fitness centre there with a running track. We'll figure things out when we get there." He raised his voice so everyone could hear him. "We'll take the tunnels. Follow me."

Rick led us out of the cafeteria and down the hall to the main floor classrooms. He headed down the stairs into the basement, keyed in his passcode and held the basement door open as we filed in. When everyone was through, he led us down a wide corridor. We eventually made it to another staircase and he led us back up, and into the other classroom building. Handy.

Once we were all in the fitness centre, Rick took out his tablet and glared at it. He flicked a few things around before looking up.

"Okay, we'll do this really easily. Guys, hit the track and start running. 10 laps. Women, follow me to the equipment." He turned and led us over to an array of gym equipment and machines. There were a number of trainers waiting to assist, and soon, we were learning all sorts of new and crazy ways to make our bodies sore.

"Any chance we can test out of this, Eriksson?" One of the older women asked. He laughed in response and shook his head.

After an hour of torture, we were sent to the track to run, and the last couple of stragglers on the track were shooed over to the trainers. Kate and I took up the rear of the group, but soon were in the middle of the pack and holding steady, despite numerous walking breaks. I could feel the fatigue in my bones. My muscles ached. I desperately wanted the hot tub again, and we were only halfway through the run. By the time Kate and I had finished the distance, we were sweaty, panting and ready to collapse. With no grass to be found to flop into. Rick had made his way to the track at some point while we were running and approached us holding out water.

"You're faster than yesterday." He checked his tablet.

"I think we deserve access to the hot tub." I bargained. He shook his head.

"I think you'll survive without. You just need to stretch out properly, drink lots of water." He shut me down. I feigned a sulk.

"So sore." I pouted, and gave him my best puppy dog eyes. He laughed.

"No." He was firm. "What are your plans for your free time this afternoon?"

"I do not have free time. I have range with Coulson." I admitted. He flinched and then nodded. "If you are free, you should go help with hand-to-hand. Kate says she's hopeless."

I felt a little like I was offering Kate up as second prize, which made me a little sick inside, particularly when she shot me a warning look. But Rick turned and looked at her. Like, really looked at her. One of those long assessing gazes that gauged interest and sparked a little bit of lust. Kate's scowl melted and I got the conspiratorial side-eye instead. Obviously she didn't feel like second prize, which was all that mattered.

"I could help you with that." He smiled at her. "Since Anna has range."

I stepped away as they began to chat, and found my sweatshirt. I needed a shower. The rain was still pelting down outside, but Rick hadn't pointed out the path back to the dorms while we were in the labyrinthine underground tunnels, so I opted to dash across the grass. Had I taken a bar of soap with me, I would have been done by the time I got to the dorm doors, it was raining so hard.

The heat of the shower soothed my muscles and I stood leaning my head against the wall, letting the water beat down on my back for ages. When I heard more people entering the shared bathroom, I turned the taps off, toweling off and heading to my room to get ready. It felt ridiculous, but I took pains with my hair and make-up, almost like I was getting ready for a date, and not for target practice. I wanted to laugh at my silliness, but then I remembered Coulson's kiss, and redoubled my efforts to look fantastic. Two could play the torture game. Rather than pulling my hair back into its usual ponytail, I pinned it into a loose bun and gave my reflection a conspiratorial smile before leaving my room.

XXX

The range was deserted. Even the weapons depot clerk was absent. I sat down on the ground, leaning against the weapons shack. The rain had finally abated while I was eating lunch, but the sky was still clouded over and everything was wet. There was a wide cement awning off the weapons depot where the ground was dry, and that's where I was sitting. Coulson stepped around the corner, but didn't see me. I took a moment to admire the view. I knew he was older than I was, maybe ten years, maybe a little more. He wasn't particularly tall, which was something I usually held against men. I was roughly the same height as he was. I hadn't seen the advantage of that until he'd kissed me and not left me with a crick in my neck. He dressed well, his suits seemed to fit better than other field agents, and I suspected he was careful about quality and tailoring. But a suit hides a lot, and I hadn't realized how strong and muscular he was until his arms were around me. He was a careful enigma. Coupled with the resurrection aspect of his recent history, he seemed almost like an illusion. It made me a little nervous, but he certainly felt real enough.

He turns toward the weapons depot and smiled as he walked toward me.

"You are here. I wasn't sure with the rain." He held his hand out and pulled me to my feet.

"Well, I wouldn't just stand you up. And it's not raining anymore." I replied. He led us to a stall that was ready for us, with the exception of a sidearm. He pulled his own weapon out of the shoulder holster and handed it to me. I looked at the gun and back up at him. It felt very personal.

"What's wrong?" He asked.

"This is your sidearm, Phil." I answered, still holding it delicately. He suddenly laughed.

"After last night, you're worried about handling my sidearm?" He shook his head. "It's not as intimate as you're making it out to be, but I appreciate the analogy."

I could feel myself blushing. I turned to face the target rather than allow myself to be more embarrassed. The green range light was on, and the place was abandoned, so as soon as Coulson gave me the go ahead, I started shooting. He was standing fairly close, and I found it quite unsettling, as every time I heard him breathe, I would flashback to the night before and that fluttering feeling of lust would uncoil in my chest. I steadied my own breathing and finished the clip. Coulson holstered the weapon and hit the safety override to allow us down to the target.

"This is the one where you lost your concentration." He pointed to a shot that had gone off the silhouette. "What distracted you?"

I shot him a dark look, my eyebrow raised in disbelief.

"You were breathing loud." I complained. He tipped his head back and laughed. I replaced the target and stalked back to the stall, not waiting for him. We repeated this for two more targets, him just watching, occasionally distracting me by breathing, or looking particularly nice the way the few rays of sun were hitting him, or something else equally ridiculous. After I'd blasted through three targets, I was about ready to scream with frustration, and he was shaking his head in what I could only assume was despair.

"Okay, take your stance." He demanded. I faced the target, stood with my feet shoulder width apart, squared myself up. He stood behind me and looked over my shoulder. I closed my eyes and fought the urge to lean against him. He stepped in a little closer, and reached around to help me, just as he had the first time we'd been on the range. I sighed and tried to concentrate.

"I think you're still allowing the weapon to move too much when you shoot. I'll help you hold steady. I want you to pay attention to how your body feels when you are shooting, what muscles are working. Particularly in your arms." He spoke from beside my ear, pretending to be completely oblivious to the effect he was having on me. I took a deep breath and pushed away every thought in my mind, and just focused on the target. I sighted, squeezed, and held my arms in place, concentrating on what every muscle was telling me. We repeated this for an entire clip, and then retrieved the target. It wasn't awesome, but it was a marked improvement.

"That's better." I said. He nodded.

"Despite what you may think, Fury doesn't want you to be an expert marksman. This is actually good for competencies. You just need to be able to do it on your own. How about one more clip and then we'll break and get coffee?" Coulson offered.

"You drive a hard bargain, Agent Coulson, but I can agree to it." I smiled. He rolled his eyes. I shifted my gaze to the camera that I knew was filming us before heading back to the stall. He stepped back to the edge of the stall while I shot the last clip. It was a little worse than when he was holding me in place, but still better than it had been. I folded the target and put it in my pocket. I was keeping it for now as a souvenir of having shot well.

"You're a little strange, Anna." Coulson smiled as I tucked the target away.

"You didn't seem to mind last night." I countered.

"Coffee?" He changed the subject completely.

XXX

The clouds had cleared off, and the sun was quite warm. It was actually nice enough to sit outside to drink our coffee. Coulson slouched in his chair, completely relaxed. It was a side of him I hadn't seen before, and I quite liked it. I took a few minutes and enjoyed the silence, watching him. He was staring across the track field, as far as I could tell, at nothing. He looked over and smiled.

"You're staring." He observed. I smiled back.

"I am." I confirmed.

"At what?"

"At you."

"I'm just another agent, Anna." He dismissed.

"No, you're not. And you know it." I stood up and tossed my coffee cup in the garbage. I leaned down and kissed his forehead. "For whatever reason, I didn't sleep very well last night. I'm going to take a nap before dinner. Unless you had more planned?"

He got to his feet as well, and gave me a slow smile.

"I'll walk you back to your room." He offered. One of the things I was discovering I liked the most about Coulson was that we could be together in silence and it didn't feel weird. I knew his mind was constantly at work, as was mine, and I didn't begrudge the silence. It was companionable. We stopped in front of my door, and I swiped the key and opened it. I turned back to him, wanting to invite him to stay.

"I don't have a bottle of scotch, but if you wanted to stick around –" I started. He didn't let me finish, but stepped past me, and shut the door behind us. And then he was kissing me again. It wasn't the same burning urgency as before, but a soft, gentle seduction instead. He led me over to my bed and pushed me to sitting. He carefully took off his coat and tie and laid them across the dresser, popping the top buttons on his collar as he turned back to me. He pressed another kiss against my lips, and rolled up his sleeves. He pulled me back to my feet and met my mouth with his again, his tongue gliding along my lower lip.

"All day, Anna. I have been waiting all day." His voice was like gravel as he pressed me back to the small bed. We collapsed on it, a tangle of limbs. He ran a hand down my hip, along my thigh. I could feel his hip against mine, his legs entwined with mine. He was propped on his elbows, the only thing keeping our chests from being mashed together.

"Phil –" I gasped. He pulled away.

"I'm sorry. You said you wanted to wait." He sat up, all contact between our bodies suddenly severed. I ran my hand down his back, and felt a large ridge that must be the scar from his wound. He stiffened slightly. I pulled him back to the bed, and tucked myself up beside him.

"I do want to wait. But I don't want you to go." I yawned. He smiled and slipped his arm under my head, kissing me with gentle intent.

"Nap time then." He allowed me to curl into his side and fall asleep.

* * *

**Heya -**

**Sorry for the longer-than-normal delay. It's been busy and crazy here. I had to edit a research paper for a friend, and remember that other idea I had? It's taking over my brain, and distracting me. Still hoping to wrap this by chapter 10!**

**~TK**


	8. Chapter 8

Coulson nudged me awake a few hours later, and extricated himself from underneath my sprawling, drowsy body as I yawned and stretched. He made quick work of putting himself back together, knotting his tie without needing the mirror. I watched from the bed, rubbing the sleep from my eyes. Despite doing his best to pull himself together, he was wrinkled and disheveled. Giving a final stretch, I made my way over to him, and smoothed the front of his shirt. It made no difference. He was rumpled.

"I'll slip out after you've left for dinner."

"You'll look like you did the walk of shame no matter what, Phil." I teased. He gave me that enigmatic half-smile I found so sexy and I bit my lip to stop myself from throwing him back onto my bed.

"But there will at least be a question of who I'm walking away from if I wait."

"Ashamed?" I asked.

"You're the one who is worried about implications. Not me."

"Then come down to dinner with me. People know we're friends." I shrugged. He pushed my hair behind my ear.

"I'm not worried about implications, but you were right when you pointed out I'm currently one of your S.O.s." He stole a kiss, and stayed standing too close. I sighed and leaned against him.

"Well, I'm going down to dinner then. There's an iron in the closet if you wanted to touch up your shirt." I pulled away.

"I'll see you after your run." He gave me a firm swat on the ass when I walked away. I turned back and raised an eyebrow. "What are you gonna do? File a Stark on me?"

I couldn't help it. I laughed.

"No, but you might need to when I'm done with you." I headed to the cafeteria.

XXX

"So Rick says there's a chance they're going to make us play some stupid survival game tomorrow night." Kate blurted over dinner. I dropped my fork into my salad and rolled my eyes.

"Capture the flag is so junior high school." I grumbled. She laughed.

"Exactly what I said." She admitted. "Maybe it'll be paintball? We'll have to team up. I can manage the shooting; you can manage the takedowns. We'll pretend we're Jane Bonds."

I laughed. I was an awesome mental picture, and I indulged the fantasy for a moment, seeing us in office attire, narrow pencil skirts slit mid-thigh, ridiculous heels like female action stars always seemed to wind up in, hair held back with a pencil. It would be a fantastic recruitment poster for SHIELD.

The weather had turned beautiful over the course of the afternoon, and the evening sun was low on the horizon, lighting the sky with pinks, and oranges. It was warm outside, and the breeze had died down enough that the lingering scent of sweet florals hung in the air. When we got to the track, I found I was looking forward to running, just because of how nice it was. I looked over at Kate. From the look on her face she was having a similar thought.

"I can't believe I'm actually looking forward to this." I admitted. She nodded.

"Right? It's so nice out though." She agreed. When we were assembled, Rick pointed at the track and started his stopwatch. As we had been doing all week, Kate and I took the rear of the pack to start, but soon found ourselves in the middle of the group again. We hit a comfortable pace together and stuck to it, stopping to walk when we needed to. When we crossed the 5k mark, we hit the grass and flopped back into the cool blades, as had become our habit.

"Well done, ladies. You shaved 22 seconds off your time." Rick approached and dropped a couple of extra water bottles between us. I held my hand up to Kate and we completed a tired high five. I poured the water bottle over my head and yawned. When my heart rate slowed to normal, I headed back toward the dorms to shower. As I passed between the dorm and the building beside it, someone grabbed me and pulled me into the hedge surrounding the dorms. A hand clapped across my mouth before I could shriek, and I whipped around and saw Agent May shaking her head at me.

"Not a word, Ellis." She whispered.

"What the fuck?" I hissed, not listening. She rolled her eyes.

"Follow me." She snapped, and grabbed my arm. She dragged me down a flight of stairs around the back of the dorms, and with a deft movement, opened the door and shoved me through it. She followed and pulled the door closed quietly.

"The FUCK, May?!" I was trying to keep my voice down, but it was hard. My heart was thumping again and I wasn't sure if I was angry or scared or both. She sighed heavily.

"Follow the blue line on the floor. It'll take you to the pool building, and you can hit the hot tub." Each word was terse. My eyes widened as I remembered the trek through to the fitness centre earlier in the day. Once we'd been in the tunnels there were no security checkpoints.

"Why?"

"Do you want me to change my mind?" She threatened. I forced a smile and stole down the hall, following the blue line that was painted on the floor without a backward glance. A few minutes later, I cracked the door to the pool, and slipped inside in the dark. I pulled off my shoes and socks and once I was behind the demi-wall, saw a tumbler with a finger of scotch sitting beside the hot tub. I looked around, but couldn't see Coulson anywhere. I pulled off my clothing quickly and slipped into the hot tub, letting out a groan of ecstasy as I hit the hot water. The glass was in easy reach and I took a small sip, letting the liquor burn down to my belly. Best night ever. Just as I had the night before, I tipped my head back and closed my eyes.

I figured Coulson was around somewhere, and eventually, I heard his feet splash into the water, and then felt the clink of the scotch bottle hitting my glass to refill it. I smiled without opening my eyes. The water raised a little as he sat down.

"May didn't tell you to bring a towel?" He asked.

"May pulled me into the shrubs beside the dorms like some sort of psychotic kidnapper. Then she shoved me in the tunnels without any explanation other than if I followed the blue line I would find myself here." I laughed.

"And the glass didn't clue you in that someone else might be here?" He asked. I looked at him, and caught him staring at the bare skin of my shoulders and collarbones. I sat up just enough that he looked away.

"You don't appear to be in your suit, Phil." I replied. He cleared his throat and took a slug from his glass.

"I wore my running shorts." He managed, but his voice cracked a little. It was the first time I'd ever seen him truly uncomfortable and I felt powerful. I slipped a little closer on the bench and met his gaze with my own.

"Where's the sweatband?" I teased, reaching out and running my finger down his temple. He closed his eyes and took a deep breath. I tried to keep a straight face, and slipped closer still. Our thighs touched. Coulson swallowed, his Adam's apple bobbing.

"I –" He started. I could see the tip of the jagged scar across his chest above the water, and couldn't help myself. I traced my fingers across it, tears springing to my eyes. It hadn't felt real until that moment.

"I'm sorry, Phil." My words were barely audible. He put his hand on top of mine, stilling my fingers.

"You had nothing to do with it." He said, dismissing me.

"That doesn't mean I wouldn't take it away if I could." I argued, and leaning close, kissed his cheek. He snaked his arm behind me and dragged me closer. I wasn't expecting it, but he just held me close, and buried his face in my hair. I turned into his embrace, slipping my legs across his lap. It was uncomfortably intimate, but I also knew that I could trust Coulson completely. He proved me right in the next moment, pulling away and tossing my sports bra and underwear at me and turning his back.

"You're a good man, Phil." I pulled my underthings on without leaving the hot tub.

"You have a wild streak that I find very attractive." He admitted. "But clothes aren't always a bad thing."

He splashed back into the hot tub and settled back beside me, pulling me back into his arms. I laughed and when he smiled, his eyes crinkled. He ran his thumb along my jaw.

"If this is going to descend into another super intense make-out session, I might not survive." I confessed. "You're making me a little crazy."

He smiled again and dropped his hand to my shoulder.

"Not what you were expecting?" His chuckle was low.

"Never once suspected, not all these years." I agreed. "Of course, we never really give personalities to the field agents. It's easier to keep you all the same boring guys."

"Boring? Ouch."

"Better than making you all out to be James Bond, don't you think?" I teased. He paused for a minute and then nodded.

"Never been a martini fan." He conceded. "You probably interact with a lot of us though, so it would be hard to form an impression."

"You are one of the few, Phil." I disagreed. "You always come in when you can. Almost everyone else just sends messages."

"Well, I guess I had an ulterior motive." He tangled his fingers in my ponytail.

"For that long? You've always come into HR when you could, Phil. Don't try to convince me you've been doing it just to see me." I laughed.

"Ten years doesn't feel like very long. I didn't mind coming into HR because I knew you'd be there to flirt back. Not because I could pursue anything, just because I knew you'd banter with me without threatening a Stark. I just didn't date within the company." There was a mischief to the confession.

"Does that make me a consolation prize?" I asked. It sounded worse once I said it, but I didn't chase back my words. He shook his head.

"No. I didn't believe in dating within SHIELD. Now I don't have that personal restriction. So I've been able to pursue what I know I've missing." He stumbled a little bit on the explanation, but I got the gist of it.

"How did you remember it had been ten years?" I asked. "I forgot myself until they gave me my pin."

"There are some things in this world that a man never forgets." He admitted. I tilted my head and looked at him.

"Have you been harbouring a crush, Agent Coulson?" I teased. He shook his head again.

"I was pretty happy with my life before I died. I had no complaints. Do you not remember how we first met? It made me want to break my rule. So I've never forgotten." He laughed.

I started to shake my head, and then I remembered. I hadn't been out of university long, and I was still working on my Master's. But I needed a job. I had applied with a placement agency to find my part-time work. They called with an interview for exactly the kind of job I wanted when I finished school, and I jumped at it. My first day had been a nightmare of paperwork and chaos and learning. The photocopier broke down as I was working on deadline, and he'd come into the office while I was elbow deep in toner, head first in the guts of the machine cursing like a sailor. When he spoke to me, he startled me, and I got my blouse caught on part of the paper feeding mechanism I was trying to fix, and when I backed out of the machine, I was coated in toner, crabby, and holding the front of my very expensive 'first day of work' blouse closed. I guess really, I would never have forgotten that sight either.

"Clouds of toner, swearing and throwing a shoe at the wall made you want to break your rules? You have interesting standards." I laughed.

"I was the lacy lime green bra showing past the torn blouse, and the toner smudges on your cheeks and chest. I wanted to whisk you off to a shower." His laugh was rich, and full of mirth at the memory.

"Oh god, I loved that bra. I never got the toner out of it. It was my good luck bra." I leaned back in his arms and looked at him. "Still waters, Phil. I never would have a guessed a green bra would do it for you."

He didn't say another word. Instead, he pressed his mouth against my collarbone, and then stilled. He tugged on my ponytail just roughly enough that I gasped, but not in pain, and he trailed his mouth up my neck, along the line of the artery there. I pushed away and shook my head.

"You're still an S.O. And that _is_ actually against regulations, Phil." I breathed. He nodded, just as breathless as I was.

"Your schedule has you flying out Friday at lunch." He said. "I plan on picking you up from the airport."

"According to the email I checked this afternoon, I have a couple hours of work ahead of me when I get back." I complained. "But I'll be free by 4."

"Then I will pick you up at 4." He agreed. "But for now, I'll see you to your room."


	9. Chapter 9

I mashed my hand into my phone to shut off the alarm with very little success. It took opening my eyes and actually picking the damn thing up to turn it off, which defeated my entire plan to go back to sleep. The week was finally catching up to me. I stumbled through my morning routine, barely making it to the cafeteria for breakfast. Once I started my coffee, I began to feel more human, but just. Kate dropped into her chair beside me, looking as rough as I felt.

"It's like all of a sudden, the stupid running has caught up to me." I offered. She nodded and took a long sip from her coffee cup.

"You weren't kidding about Rick. Very friendly." She sighed. I laughed. She was tired for an entirely different reason than I was.

"Kept you up all night, did he?" I chuckled. She shot me a dirty look.

"And then taunted me about running as he was leaving this morning." She groaned. I let out a sharp bark of laughter.

"You let him stay all night?" I couldn't believe it.

"I'm not sure I regret it. I probably will after running though." She finally cracked a smile.

The run was hard for both of us, but Kate struggled more than I did. I had at least had some sleep. She was running on empty. When we collapsed into the grass, I was pretty sure she was going to fall asleep. She pulled herself to her feet and followed me back to the dorms to shower, and then smugly reminded me she could go for a nap because she wasn't required to be on the range. After my shower, I felt more awake. I was still tired deep into my bones, but my brain had finally turned on. And my brain was what I needed most for target practice, so I was glad it had decided to come out of hibernation.

The range was already full of students when I arrived, and I checked in at the depot to collect my sidearm before making my way to my stall. Coulson was waiting. My other partner had tested out of range, so the only student he had left was me. I was glad for it. I really wanted that third week off, and if I could continue to improve my shot, I was headed that way.

When we were green lit to shoot, I took my stance and recalled all the different things Coulson had taught me over the previous few days. I particularly tried to remember to hold my ground against the recoil of the weapon. My first target was sloppy, but by the time I finished my second clip, I was back to where I'd been the last time I was on the range. It was empowering and my focus improved with my success. Coulson just stood behind me, not saying a word. I took that to be a good sign.

"I don't think we need to head back after lunch. You're improving steadily. You can take the afternoon, if you'd like." He followed me up to the depot to turn in my weapon. I smiled.

"I feel so triumphant that I don't think I need a nap anymore." I laughed as we headed toward the cafeteria.

"Want to go for a drive?" He asked. I stopped and looked at him. As boring as heading off in a SHIELD vehicle sounded, I still had no clear idea where we were. It would be nice to see some of the scenery around the academy.

"That could be okay."

"Let's grab sandwiches and we'll go find somewhere else to eat then." He suggested.

We made our way through the cafeteria line quickly, and he led me out behind the dorms over to the airfield tarmac. There was a huge airplane parked at the far side of the hangar nearest us, and a bunch of SHIELD vehicles in a small lot opposite the hangar.

"Where are we going?" I asked, curiosity piqued.

"To the bus."

"We're going for a drive in a bus?" The surprise and scorn in my voice must have registered with Coulson because he cracked one of his very rare smiles and shook his head. He pointed to the plane.

"That's the bus. My vehicle is in it." He explained. I flushed, feeling like an idiot. At the back of the plane, there was a ramp leading into the cargo hold, but as we walked up it, I realized the interior had been heavily modified. There was a lab nearer the front of the plane, and just enough space left in the cargo bay for two vehicles – a standard SHIELD SUV in black, and a stunning '62 Corvette in red. I stepped up to the 'vette in awe. It was gorgeous.

"Shut up. Please say we are taking this." I breathed, completely in awe. I wanted to touch it, run my hand along the clean curves, take in the classic vibe coming off it. Coulson stood back and watched as I admired it. From the corner of my eye, I could see he was a little tense, and I kept my hands off just in case.

"Hey! You! Don't touch Lola!" A young woman bellowed as she tore down a staircase near the lab. I leaned back from the car and glanced at Coulson who was leaning against the SUV, watching her approach.

"Who the hell are you, anyhow?" She demanded as she got closer. She was obviously another of Coulson's team members, but she didn't look very much like a SHIELD agent. She was slight, and pretty, her long hair framing her very annoyed face. I smiled and opened my mouth to introduce myself.

"I'm –"

"This is Anna Ellis, Skye. Anna, Skye is our computers expert." Coulson interrupted, making the introductions. She was the hacker. That explained the very non-SHIELD look of her. Skye glanced over at Coulson before looking back to me.

"I didn't realize you were here, A.C." She was sizing me up. "I'll just be going then."

With a final assessing stare at me, she headed back to the staircase. When she reached the top of the staircase she shot me a final disapproving glare and disappeared past a set of doors.

"Lola?" I asked, turning back to Coulson. He smiled and nodded.

"She is a masterpiece." He opened the passenger door so I could get in. She was a masterpiece. I sank into the seat. The black leather interior was impeccable, the chrome was spotless. The dash was configured with a small monitor and I looked questioningly at Coulson as he slid behind the wheel.

"Howard Stark's first attempt at GPS." He explained.

"This car has Stark tech in it?" I ran my hand across the dash.

"A little." I could tell by the tone in his voice there was more to the car than he was letting on.

The engine purred to life and he drove us off the plane and across the tarmac to the exit checkpoint, and out into the lush forest surrounding the academy. The trees were tall and overgrown with dense, verdant foliage. It put me in mind of the west coast, where I'd grown up. The further we got away from the academy, the more the scenery reminded me of the forests nearing the ocean. And then the smell hit me, and I was transported back to my childhood. The smell of rain on dry dusty cement, and the salty spice of the shore at low tide. I heard a seagull cry, and looked over at Coulson.

"We're on the west coast. Oregon? Washington?" I asked.

"You know I can't tell you where exactly we are. Why do you think I have the GPS turned off?" His question was rhetorical, but made the point.

"Are we still in the States?" I pressed.

"Anna, I can't tell you."

"I would like to remind you that I have level 10 clearance, Phil." I raised an eyebrow. He was watching the road and missed the gesture. He sighed heavily as we crested a hill overlooking the ocean and slowed to a stop. There was a mist rolling in off the sound, and I thought I recognized the shoreline, with its steep alpine fjords that were unique to British Columbia, so different than those in Norway or Chile. I was hit with a pang of homesickness that I hadn't felt in years.

"We're not in the States." He confirmed.

"How close are we to home?" I asked. I knew he had seen my personnel file, and would know where I was talking about.

"Not far. We're about forty minutes from the nearest town, and then it is a few hours drive. An hour by plane." He offered.

"Everything is an hour by plane in BC." I sighed. "I haven't been home since my dad died."

"How does your mother feel about that?" He asked.

"She's never home. Seeing the world." I shrugged. He placed his hand on mine.

"We don't have time –"

"I know. I just," I paused. "I always thought I'd be able to tell if I was on my own turf. I hadn't noticed all week."

"You've been away a long time. No one told you to pack your passport to come here."

"I still thought I'd know." I opened the door and got out of the car, heading to the bluff overlooking the ocean. There were fishing boats out in the mist. It was beautiful like a postcard. I sat down at the edge of the land and wrapped my arms around my knees. Coulson appeared beside me silently, offering me my sandwich and a cup of coffee. We sat overlooking the sea and ate in silence. I looked back at the trees and out across the water again.

"I worked in a camp during summer session when I was doing my undergrad. It was where I first got interested in HR, working in the administration office of this logging camp. We worked three weeks out, one week in, except because I was only going to be there for a few months, they asked if I minded a ridiculous amount of overtime to just stay put for the summer. I was trying to pay for university without student loans so of course I agreed." I started. Coulson nodded and continued eating. "Turns out, I was the only woman in camp. I used to commandeer a supervisor's truck a few times a week to drive out to the water. It wasn't far from here, I'm sure. I spent hours just watching the fishing boats, the rhythm of the tide, the sea birds hunting. If there's anything I miss working for SHIELD, it's being in touch with nature like this."

"Well, you've been assigned to the Hub and the Triskelion for your entire career. It's not exactly easy to get away from it all at those locations." He crumpled up the paper from his sandwich and stuffed it inside his coffee cup.

"Are you going to be here for the whole nine weeks of administrative training?" I asked, changing the subject.

"No, they're bringing in different teams to assist with each group. We're only here when your group is." He replied. I smiled.

"That's convenient." I teased. He rolled his eyes.

"I don't think Director Fury was playing love connection when he assigned my team here, Anna." He was so dry, I couldn't help but laugh.

"I don't know, Phil. You're so important he made sure you got resurrected. He might have dug through hours of surveillance footage to see who you flirted with the most to keep you happy." I bumped my shoulder into his playfully. He leaned over and kissed my temple.

"If that's the case, I won't complain." He slid his arm over my shoulder and we slipped back into silence.

Coulson had to be the single most decent man I'd ever encountered. He was determined to respect the boundaries I'd set, and so even though our mutual sexual frustration was so palpable it could have been cut with a knife, he kept his touch light, and his kisses were without ulterior motive. I wasn't used to there not being some sort of game attached to dating and sexuality. It was refreshing to know there wouldn't be pressure and arguments about what I wanted and needed from him. I said as much as we drove back to the academy.

"This feels more like courtship." I admitted.

"That's an old fashioned term." He responded, shifting gears.

"But that's what this feels like. You aren't pushing to get in my pants, I'm not having to keep reminding you that I think we should wait." I explained. "I mean, we both know that no one would turn us in, but you still are respecting the S.O. rule. Others aren't."

"Maybe you've finally decided to allow a man into your life. Rather than a boy." It was the snarkiest thing I'd ever heard him say, and I couldn't help but laugh.

"Is that what it is? You're going to play the age card?"

"It has nothing to do with age, Anna. It's about respecting you as an individual." He explained.

"But then isn't it disrespecting you to make you wait, if that's what you want now?" I countered.

"Compromise is part of being an adult as well." He shot back. "What am I losing by waiting? Nothing. If anything I'm winning."

"How's that?" I asked.

"I have nothing against scratching an itch when the need presents itself. But I've always found that having a friendship with someone makes a sexual relationship much better." He spoke frankly. "Tomorrow is going to be so much more pleasurable than Tuesday would have been."

I was suddenly short of breath. My heart was pounding and I felt an overwhelming anticipation.


	10. Chapter 10

Coulson had walked me back to the dorms after our lunch date, and it was everything I had in me to not just drag him into my room. I was not used to men who were so at ease discussing sex, so when he'd said his piece while we were at the sound, it threw my libido into overdrive. I was distracted and unfocussed for the rest of the time we were away from the academy. Coulson could tell, and his amusement was obvious. He took great delight in 'accidentally' brushing against me in the snug confines of Lola, or pushing the stray curl that always popped out of my ponytail off my face. It was torture. And he knew it. I felt like a horny teenager and very much envied Coulson's self-control.

Kate and I met for dinner, as usual, and she looked much better for having napped the morning away, but she had the beginnings of a black eye, and her knuckles were raw.

"What the hell happened in hand-to-hand?" I asked, my eyes wide. She laughed.

"So, embarrassing story." She began. "I was sparring with one of the other women in my group, and I tripped on the cuff of her yoga pants and took her elbow to my face. And then, when I was headed to the change room, I walked into the wall, knuckles first. Needless to say, I am the most hopeless person in hand-to-hand."

"Are you at the Hub or the Triskelion, Kate?" I asked.

"I was transferred back to the Triskelion about three weeks ago." Which explained why she was constantly talking about the Hub. She wasn't used to being back at headquarters.

"I'll help you. When we get home. We can go to the gym at lunch." I offered. Her face lit up.

"Seriously?"

"Yeah, I suspect I'm going to need some distraction when I get back." I laughed. She raised an eyebrow.

"I don't get you." She shook her head.

"What's there to get?" I shrugged.

"He's not my type, but you're obviously into him. Just jump him already." She took a big bite of her burger and I wondered if she'd been excused from running because of her injury. I still didn't risk anything heavier than a salad before our evening run, or I worried I would barf.

"It's not really that easy, Kate. He's an S.O."

"And? So is Rick."

"Coulson is a little more by the book." I explained.

"I've seen the way that man looks at you. You know how I told you Rick was into you a couple days ago? This is a totally different look. Coulson sees you. He'd tear that whole section out of the book if you were so inclined."

"Really?" I didn't think he was so attracted to me that he would disregard SHIELD protocols. And Coulson was a hard guy to read, with a fantastic poker face. I mean, it was clear to me he was interested when we were alone. I just didn't see it when we were around other people.

"Yeah, any time he thinks you aren't looking. It's in his eyes. He can't hide it." She started on her french fries while I picked at my salad. I looked across the cafeteria, wondering where he was, but quickly realized he was probably out on the bus with his team. I wondered if he and his bottle of scotch would arrive after my run, or if the rumoured 'war games' would put a damper on our evening visit.

"So I got to head out for a drive today." I changed the subject, suddenly uncomfortable with the direction of the conversation.

"Yeah? Is there anything near here? I've been trying to figure out where we are. I keep smelling the ocean. Do you suppose we're on the west or east coast?" Kate pondered.

"We saw the ocean. It was beautiful. Otherwise there's really nothing around here." I admitted.

"Which ocean though?" She asked. I smiled and shook my head.

"No idea." It was a little white lie, but I didn't want to share it, despite her clearance. Not because of some SHIELD code of silence, but because it was my discovery, a gift from Coulson that was just for me. I was selfish.

We headed out to the track, but I was lousy company. I was lost in my thoughts. Knowing I was so close to home had been jarring to me, and I was torn between wanting to get back to work and my life, and staying at the academy, taking comfort from the clean air and nourishing land of my childhood. It was ridiculous. Up until seeing that cove, I'd had no idea we were near anything familiar, and now I was desperately homesick. It was a completely unfamiliar emotion, and it was intensifying everything else I was feeling. I'd never been homesick, and was unaccustomed to the tightness in my chest and the pull towards the interior.

I stood on the track and faced east, imagining the highway and backroads that would lead to the city where I grew up. I shook my head and gave myself a stern talking to. There was nothing there for me, and I'd left for a reason. I was obviously exhausted, which was governing my emotions more than I realized. Rick signaled for us to start running and I forced the press of feeling back down into my stomach, hoping to digest it with my salad.

"You're slower this afternoon, Ellis!" Rick called on my fourth lap. "Pick it up or you'll be doing extra!"

I fought the urge to flip him the finger and picked up my pace. Kate was dragging too, and I could see she really didn't have any extra in her. I kept pace with her, deciding if we both had extra laps at the end, at least we wouldn't be alone. Once we were in the grass, I waited to see if Rick was going to come and give us grief. He didn't. Instead he called us together to discuss the evening's plan.

"I know you've all been hearing rumours, and I'm going to confirm we're going to do some night exercises tonight. You can break for now and go have showers, get dried off. Go to bed if you want. Later on, we'll be mustering you for the exercise. It's a pretty simple exercise, but it's tactical. You will need to evacuate your dorm to the airstrip tarmac. Each dorm floor will have a leader, and if you have been selected the floor leader, there will be a red flag on your door when you get back. If you are the floor leader, you need to muster the floor, and make sure you get to the airstrip without losing anyone." He started. I looked at Kate. The disgust on her face was so obvious that I had to stop myself from laughing at it.

"Will we get any defensive weapons?" One of the guys asked. Jackson chose that moment to arrive, and he stepped up beside Rick to finish orienting us to the task.

"We debated arming you, and have opted not to at this time. If you come in contact with a hostile, you will be dependent on your hand-to-hand to take them out. However, if you are overpowered, you are out, and will be removed to containment for the night." Jackson explained. Kate groaned.

"Containment for the night?" One of the older women echoed.

"Just until the exercise is over, you will be removed from the playing field. Nothing to be alarmed about." Jackson reassured her. "There are no off-limits areas, but be forewarned, if you use your personal identification to access passcode restricted areas, you will be caught. Stealth is the most important part of this exercise."

Kate and I looked at each other and sighed, almost in unison. This was going to suck. Jackson dismissed us and we made our way back to the dorms. I was totally dreading the evening. We stomped up the stairs and turned the corner onto our floor. I could see the red flag through the small glass window of the fire door and sighed heavily.

"Fuck." I breathed out. Kate opened the door and gave me a sympathetic smile.

"It makes sense, Annie." She said with familiarity. "You're the only one on our floor who tested our of hand-to-hand. Go have a shower and get to bed. Who knows how long we have."

I collected my shower kit and headed off to clean up and get ready. I took the time to make sure my hair was dry. Now that I knew where we were, the erratic early spring weather made more sense, and I didn't want to risk needing to be outside if it was going to be really cold. And the mist on the sound earlier in the day suggested it might be a cool night. I headed back to my room in my towel and was genuinely surprised to see Coulson lying on my bed reading a book, nerdy glasses on. He looked up and looked back down at his book.

"Do you have something against clothing?" He asked.

"Do you have something against waiting outside?" I replied, and pulled my pyjamas out of the drawer. I pulled them on without disrupting my towel. Coulson clapped when I pulled it off. I hung the towel and my wet gym things up so they could dry before I had to pack them in the morning.

"I see you were marked a team leader." He commented, snapping his book shut.

"Try to convince me you had nothing to do with that." I rolled my eyes. He stood up and stepped in close.

"Once your team gets to the checkpoint, you get to go back to bed." He spoke quietly. "I want to show you something."

He led me back into the hallway and down the stairs to the basement of the building. Using a similar series of bangs and knocks on the utility room door that he had on the roof door, he jimmied the door open, and led me in by the hand. He turned on a tiny flashlight and latched the door quietly behind us, then led me to the back of the room. It was filled with junk, and cleaning supplies, and furniture parts from the rooms. He pushed aside a wire shelving unit that was covering a door, and jiggled the handle. It squeaked a little, but finally gave way and opened out into the tunnels. I saw the blue line that traced the path to the fitness building. I looked at him in surprise.

"There is a black line on the ceiling. That will lead you to the small hangar, and you can come out up there, and then around the back of the main hangar to check in." He flashed the light up to the black line. I stared at him, speechless. "What?"

"Are you seriously condoning cheating?" I was incredulous.

"This is a waste of time, personnel and resources. The reality is that if non-operatives are ever imperiled, it is wise to have taught you basic self-defense and weapons literacy, and so I suppose the objective of these training sessions. But expecting you to be able to move with stealth across a half mile of open terrain is unrealistic and illogical. You will, in a crisis, be expected to find a safe place to hide and only engage with hostiles if necessary." He explained. "I'm going to help you win so you can help me finish my bottle of scotch tonight."

I couldn't help it, I laughed.

"You are just not what I thought you were, Phil Coulson."

"I've changed." He said. "Since I –"

"I like the change." I interrupted him with a kiss on the cheek. He nodded toward the utility closet, and we headed back up to my room. He stepped inside and kissed me goodnight.

"The alarm will go off in an hour. I'll see you back here at 2345." His voice was low so it couldn't be heard past my door. I nodded as he departed, and once he'd headed down the stairs, I shut my door and lay down with a book. I knew if I tried to sleep, I'd only wake up groggy and useless.

The alarm was shrill and disorienting, even wide awake. I swung open my door, and waited as the other residents mustered themselves. One by one, they trickled into my room, and when I counted ten of us, I shut the door. Kate looked at me expectantly.

"I went exploring tonight. And I found our winning ticket." I started. Everyone started talking at once. Kate shushed them all so I could continue. "I can get us into the tunnels without having to key in. Now, I'm sure there will be at least one person prowling down there trying to catch us, but it's dark and there are nooks and crannies everywhere. We'll pair off and leap frog past each other from corner to corner. Each pair is going to need a flashlight."

"Won't flashlights give away our location?" A woman whose name I thought might be Amanda asked.

"Potentially, but here's the thing. The tunnels are a labyrinth, so the path to each location is marked with a colour-coded line. We need to follow the black line that runs along the ceiling. And you can't see it in the dark without a flashlight." I explained.

"How do you know all this?" She demanded, hands on her hips.

"Like I said, I went exploring." I lied. Kate raised an eyebrow at me but I just gave her a bland look. "Shall we? You have ten minutes. Pair off, go to the bathroom, grab a flashlight, change into dark clothes, grab a sweatshirt if you have one. Kate and I will be just past the basement door."

Kate looked relieved as the other women trailed back out of my room, murmuring amongst themselves. She was already suitably dressed, which was a relief. We dashed down to the toilets then made our way down the stairs. I looked out the fire window in the door when we got to the main floor, and saw a steady stream of people heading outside. Perfect. No one would notice ten missing women.

When everyone had gathered again, I led us to the utility closet and went through the series of shoves and pushes that unstuck the door. I held the door open while everyone filed in, and then pushed my way through the cramped space to the shelves and got Kate to help me move them. I yarded the hidden door open and slipped out into the dark corridor. There was no one waiting right there, so I was guessing there weren't many people that knew about our secret exit. It made me think that Coulson had some serious depths that no one was aware of. He must have spent half his time in the academy tracking down places to be away from everyone.

I waved the group forward, and quickly flashed my light up on the ceiling, illuminating the black trail marker. Kate and I headed down the corridor, the rest of the pairs trailing behind. We made it to what appeared to be the turn off to the fitness centre before we saw anyone, but then our luck ran out. There was a pair of agents just off the junction leading to the hangar, and they weren't moving. I gestured to the group to hide and tucked into a crevice with Kate.

"Okay, this is a huge maze down here. Can you think of anywhere that we might bypass these guys? If we backtrack? Any idea what the red line runs to?" I whispered. Kate nodded.

"The red line leads to the cafeteria. I noticed the day we went to the fitness centre." She whispered back. I tried to map the tunnels in my head, but couldn't think of whether the red line would come out after the junction we were at or not.

"What about the yellow one?"

"No idea. Should we risk it?" She responded. I nodded, and we backtracked and collected our group. We found the yellow line and started following it. It snaked across the blue line leading to the pool almost parallel to the black line, and then turned ninety degrees and intersected with the black line. I peered around the corner to see if anyone was nearby. The two agents were less than 100 feet away. I made my way back to the other pairs and explained that they would have to cross the path completely silently, and we would try to trail back later. I was more than impressed when we all made it across without being caught. One of the older women picked up a pebble and leaned back out. I grabbed her arm.

"I play softball. Let me try to distract them." She whispered. I let go and let her throw the rock. It flew over their heads and landed with a skitter back where we'd been when we first saw them. The two agents looked at one another and took off toward where they'd heard the sound. When we couldn't see them in the darkness, we streamed out in a long line and ran as quickly as we could down the black line corridor. When I was sure we wouldn't be spotted, I flashed the light on the ceiling and saw a turn off. It felt as though we'd made it across the track field, so we were probably pretty close to the stairs up to the small hangar. We scuttled down the hall and in a few minutes came to a door. I tried the knob. It was stuck. I checked the hinges and determined it would open away from me, so I leaned on the door hard. It still didn't budge. Kate leaned against it as well and it made a loud crack before screeching open.

"Well, we're fucking caught now." One of the women grumbled from behind me. I hated to agree, but I figured we were screwed. I pushed the door the rest of the way open and looked up the dark staircase. It ran up the outside wall of a building. Just as I was about to lead Kate up, I heard voices.

"Did you hear that?" An unfamiliar male voice asked. I held my breath.

"Hear what?" It sounded like Agent May. We were completely screwed. There were some footsteps, but they stopped short of the corner of the building.

"It sounded like metal on metal. Could someone have got into the tunnels?" He asked. May made a scoffing sound.

"Not without alerting us. There's no way into the tunnels without keying through." She said. More footsteps, but they stopped short of the corner too.

"I just want to check that do –" The guy started

"Look over by the tarmac fence. There's someone there!" May interrupted, and I heard them run off. I scrambled up the stairs to check, and they were running toward the fence surrounding the airstrip. I waved everyone up to the top of the stairs.

"Okay, ladies. This is it. The hangar is about 200 feet away. You're going to have to run for it. I'm no longer responsible for you. Your partner is not longer responsible for you. I'll make the sacrifice play and run first. If I don't get caught and it looks clear, run like hell." I spoke quickly and quietly before turning away and surveying the tarmac. I couldn't see past the hangar we were hiding behind but there was such a commotion going on at the fence that I didn't think there was anyone near us. I looked at Kate and she nodded. We crept around the corner and then ran like hell. I thought my lungs were going to explode. We were running as fast as we could toward that hangar, and we hadn't been doing a lot of 'running as fast as you can'. I slowed as we got close to the hangar, and turned the corner into the broad airplane opening. I stopped just inside the door, and put my hands on my knees, wheezing. Kate was right beside me, and we gave each other a feeble high five. One by one, the other eight women came gasping through the doors. I looked up and saw Jackson staring at us in amazement. Coulson was beside him smirking.

I walked over to Agent Jackson and smiled.

"Dorm D, third floor. All accounted for." I gasped. He nodded, still speechless.

"Now what?" Kate asked.

"You could start by telling us how you got here." Jackson retorted. I laughed.

"We took the tunnels."

"How the hell did you get in this time?" He asked.

"Utility closet. Are we dismissed?" I was feeling sassy. Jackson was looking pissed off. It made me feel more sassy.

"Fuck. Yeah, go." He waved me away. I winked at Coulson and turned back to my team. We tromped back out into the night and headed across the tarmac. Agent May approached me and separated me from the group.

"You're welcome." She said. I smiled.

"I thought as much. Thanks." I jogged to catch up to Kate and we made our way back to the dorms.

* * *

**Yeah... sooo... not 10 chapters then. Maybe I'll be able to wrap it in 12.**

**~TK**


	11. Chapter 11

I was pacing and I couldn't stop. Coulson would be by anytime. I'd been hearing the other floors return for over an hour, and everyone was talking about my team's coup. There was a strange tingle in my limbs that I recognized from the few tournaments I'd competed in when I was learning martial arts. I was amped up on adrenaline still, an hour later. I forced myself to sit and wait for Coulson, but I was back up and pacing in moments. Back and forth, back and forth. I almost needed to go for a run, and let the gasping and wheezing effort burn me out. The entire room seemed too bright, and combined with my itching limbs, I was a mess. Coulson wasn't going to know what hit him. An adrenalin rush needed to be worked off, and I knew from experience I might devour him on the spot if I couldn't shake it off before he got to my room.

The knock on my door startled me, and I pulled it open. He was sporting his relaxed look, which basically meant he'd lost the tie and coat and rolled up his sleeves. He looked edible. I took a deep breath and checked myself mentally. He brushed past me and headed to the glasses on my dresser. I didn't really drink much, but I was going to miss the familiarity of our nightcaps, despite it only having been four days. He said nothing, and just handed me the tumbler.

"Jackson is calling for your head. He said you deliberately won to make him look bad." Coulson leaned against my dresser. I was so far past distracted it wasn't funny. I shrugged, and forced myself to sit down on my bed.

"Jack holds on to perceived slights for far too long." The scotch was warm on my tongue.

"You know, for a mousy HR agent, you seem to date within the ranks a lot." He teased. I laughed.

"I honestly don't, Phil. It just happens that every SHIELD man that's been interested in the last ten years happens to be here this week." I took another drink. "Like you, I've never been a big fan of bringing work home."

"So what's changed that you're bending your rules now?" He was frank.

"Some rules are made to be broken." I stood up, and the heady combination of scotch and adrenalin was almost too much. I took more than I thought I had in me to keep my hands off. That said, I was all about tempting fate, so I stepped into his space to refill my glass, reaching past his shoulder to grab the bottle. My breasts pressed against his chest and his hand slipped across my waist.

"This is distracting." He started. "You are, that is. You are incredibly distracting."

"You just called me mousy." I raised an eyebrow and finished refilling my tumbler. I didn't move, and instead just stayed pressed against him. He hung his head and with his free hand rubbed his eyes.

"It was a poor choice of words." He admitted. I smiled and took another drink, leaning into him as I tipped my glass. I heard him draw in his breath sharply. Good. Maybe I was leveling the playing field. The hand at my waist tightened, and he started tugging at the elastic on my ponytail with his other hand. When he finally got the elastic free, I ran my fingers through my hair to fluff it up a little. He pushed my hand away and ran his own across the side of my head, tangling his fingers in the hair at the nape of my neck.

And then his mouth was on mine, bruising, teeth tugging at my lip. I leaned into it, knocking him a little off balance, and he pushed back to regain his footing, causing me to stumble away. Our mouths separated for just a moment, and then he was on his feet, pulling me back to him, pushing us toward the tiny bed. He pushed me down across it, leaned across me, maneuvered us into a more comfortable position, his hips ground against mine. I gasped when his hand slid under my shirt and found my breast, his thumb slipping under my bra and tracing across the nipple. I tugged at his shirt, untucking it, finding the buttons and fumbling with them, finally pushing it down his shoulders. His hands slid down my ribs and I arched my back, letting him reach back and unclasp my bra. He tugged at my shirt, never once breaking our kiss until I finally pulled away to yank it and my bra over my head. He lowered me back to the bed and stopped, just to stare for a moment, before finding my breast with his hand and crushing his mouth against mine again. His hip ground uncomfortably against mine, and I found myself spreading my legs, allowing him to settle in more closely.

I didn't want him to stop. I didn't care about Friday afternoon, I didn't care about a date, I didn't care about the romance. I just wanted to feel him pressed against me, his skin burning hot against mine. He broke the kiss to graze his teeth against my jaw, down my neck, across my collarbone, and then trailed his tongue down the centre of my chest, laying butterfly soft kisses against the swell of my breasts. His mouth found my nipple, and he gently dragged his teeth across it, nearly bringing me off the bed.

"Jesus, Phil." I gasped. His face was over mine again, and he peppered me with kisses. His thumb rubbed across my nipple and a wave of goosebumps ran across my entire body.

"We should stop." He said between kisses. I pulled his head down to mine, teasing his tongue with my own, tracing the tip of it across his teeth. He nipped at it.

"We should." I agreed and pulled him back again. I rolled him underneath me, straddling his lap, and held his hands over his head as I kissed him. He broke away from my grip easily, and pulled me back against him, his hands bruising on the flesh on my back. I could feel the firmness of his erection against the inside of my thigh, and ground my hips against his. He groaned and pushed me back.

"This isn't stopping, Anna." His breathing was heavy.

"I don't care." I admitted. He pulled me back to him, and rolled me back under him, hooking his thumb under the elastic of my yoga pants, and dragging them partway down my hip. He ran his hand across the broad bone and pressed his lips against the skin below my belly button. It made me light-headed. He slid his other hand under the other side of my pants and slipped them down and off. I sat up and reached for his belt, tugging it free of the clasp, and fumbling with the button and zipper. He kicked them down his hips and onto the floor, then reached under my hips and pulled me up against him. The thin fabric of his boxers was the only thing between us, and I squirmed against the sensation of it. Phil was flushed, and sought my mouth again with his own, lowering us back against the bed.

"I haven't," he started, between kisses, "I haven't done this since,"

He trailed off. I put my hands on either side of his head and brought it back to mine, kissing his cheeks gently.

"I understand."

"I don't know if –"

"Feels like everything is in working order, Phil." I hitched my hips against his, making him groan. My hands found the waistband of his boxers and I leaned up slightly to push them down his hips. I traced my fingers up the sinewy muscles of his back and down his strong arms, and rolled my hips against his again. He slid a hand under my hip, angling it just so and drove himself against me. I let out a sigh of release, and slowly began moving with him.

I was so lost in the sensation of our bodies sliding against each other, his mouth on mine, his arms strong around me, that every time he moved his hips I lost my breath. I could feel the dizzying whirl of current starting in my belly, and moving into my chest, stealing even the shallowest breaths from me. And then flashes of light in my peripheral vision, clouding across my eyes, taking over as my body exploded its release. I dug my fingers into Phil's back; set my teeth against the strong muscle of his neck to stop myself from howling his name. He jerked in pain from my bite and I let go, collapsing against the bed, damp with sweat. He dipped his head down to my breasts; trailing feather-light kisses across both of them as he increased his pace. I could feel him thickening within me, and knew he was close. My legs wrapped around his waist, and I pulled his mouth back to mine and as he came, his arms gave out, and his chest fell against mine, crushing my under his weight. I wrapped my arms around his neck and kissed him slowly. He tried to push off me, but I found the pressure of his body comforting, and hooked my leg behind his knee to hold him there.

"Stay, Phil." I whispered. He relaxed, and rolled us together onto our sides, my leg still hooked behind his. He ran a hand across my shoulder and collarbone, tracing the marks he'd left.

"I was too rough." He apologized. I shook my head.

"No. You were just right." I fingered the bite mark I left at the base of his neck.

"You're bruising." He pointed out, thumbing a dark spot just below my collarbone.

"Worth it." I ran my hand down his cheek. He dipped his head and kissed the bruise, then trailing his fingers down until he found the next bruise, he kissed it too. He inspected my entire body for bruising, kissing each bruise with gentle reverence. With a deep sigh, he rolled onto his back, pulling me with him. I snuggled into his side, his arm around me, fingers playing with my hair again. I laid my head down on his chest, and gently teased the hair on his chest with my fingers, until I felt his breathing slow down and even out. I reached down for the blankets when I heard the first soft snore, and pulling them over both of us, was asleep almost as quickly.

XXX

"Anna, wake up." Phil whispered in my ear. I groaned and pulled the covers over my head.

"Go away."

"If you don't get up now, you won't get a shower. You need to be on the track in twenty minutes." He slipped his arm out from under me. My eyes shot open and I looked at the watch on my wrist.

"The fuck? I had my alarm set for an hour ago!" I sat up, and pulled the sheet against myself. I looked back at Phil who was still lying in the cramped bed. I fell back into his arms.

"Come on, Anna." He sat up with me. I turned to face him and let the sheet drop.

"I'm pretty sure I can think of better cardio than running." I offered. He smiled and dropped a kiss on my forehead, pulling the sheet back up.

"I will happily participate in whatever cardio you deem necessary this evening." He promised. I grabbed my clothes from the floor and pulled them on, and grabbed the towel from the hook, along with my shower kit. Phil had risen and pulled his boxers on. He pulled me into a quick, promising kiss.

"Is that the plan? Pick me up at work and take me to your secret lair?" I teased. He chuckled and shook his head.

"I was actually thinking about dinner first, but it'll depend on what you're wearing when I get to your office." He kissed me again and turned away to start pulling on his clothes.

"I'll see you at four then?" I confirmed. He nodded, and kissed me one last time as he was buttoning his shirt. I headed to the showers, wondering where I could find a lime green bra before four p.m.

* * *

**Okay. Those of you who've been with me for a while know how awkward and weirded out I get by sex scenes. I still feel awkward and weirded out, and now I also have perma-blush going on. Yes, I know, this is ridiculous. I have children for Christ's sake. I have had the sex more than a few times. Yet still...**

**Anyhow, for now, this is wrapped up. I think it will, in all likelihood, have a sequel because I had a fun idea pop into my head yesterday. But in the meantime, this is complete because the whole point was making it to the end of the week so they could hook up properly, and now they have :D**

**~TK**


	12. Chapter 12

Human Resources has a sequel! Please follow Resource Management for more adventures of Anna and Coulson.


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